<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934 (Amendment No. )*
Initial Filing
(Name of Issuer)
POWER-ONE, INC.
(Title of Class of Securities)
COMMON STOCK
par value $0.001
(CUSIP Number)
739308 10 4
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
David A. Knight, c/o Stephens Group, Inc.,
111 Center Street, Little Rock, AR 72201
(501) 377-2573
(Date of Event which Requires Filing of this Statement)
October 6, 1997
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
*The remainder of this cover page shall be filed out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
<PAGE> 2
SCHEDULE 13D
CUSIP NO. 739308 10 4
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Stephens Group, Inc.
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS* WC
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Arkansas
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
3,659,050
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
3,659,050
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,659,050 shares
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.4%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
HC, CO
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 3
SCHEDULE 13D
CUSIP NO. 397888-10-8 PAGE 3 OF PAGES
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jackson T. Stephens
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
F
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
22,0000
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 429,928
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
22,000
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
429,928
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
451,928
- -------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.8%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 4
SCHEDULE 13D
COVER PAGE, PART II
CUSIP NO. 739308 10 4
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Bess C. Stephens
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
OO
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 548,075
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
548,075
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
548,075
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.4%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 5
SCHEDULE 13D
COVER PAGE, PART II
CUSIP NO. 739308 10 4
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Warren A. Stephens
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
AF OO
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
331,421 shares
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 490,422 shares
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
331,421 shares
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
490,422 shares
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
821,843 shares
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.0%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 6
SCHEDULE 13D
CUSIP NO.739308 10 4 PAGE 3 OF PAGES
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wilton R. Stephens, Jr.
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
PF
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
364,363
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 553,687
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
364,363
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
553,687
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
918,050
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.6%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 7
SCHEDULE 13D
CUSIP NO. 739308 10 4
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Elizabeth Stephens Campbell
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
PF
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
304,362 shares
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 366,871 shares
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
304,362 shares
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
366,871 shares
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
671,233 shares
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.1%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 8
SCHEDULE 13D
CUSIP NO. 739308 10 4 PAGE 3 OF PAGES
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jon E. M. Jacoby
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
PF
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
1,239,776
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 364,425
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
1,239,776
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
364,425
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,604,201
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.8%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 9
COVER PAGE, PART II
CUSIP NO. 739308 10 4
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Vernon J. Giss
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
WC
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 151,204 shares
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
151,204 shares
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
151,204 shares
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[x]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.9%
- -------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 10
SCHEDULE 13D
CUSIP NO. 739308 10 4
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
William Walker
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
PF
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
7,841 shares
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
7,841 shares
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,841 shares
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
less than 0.1%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 11
SCHEDULE 13D
CUSIP NO. 739308 10 4 PAGE 3 OF PAGES
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Curtis F. Bradbury, Jr.
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
00
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 156,816 Shares
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
0
OWNED BY
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 156,816 Shares
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
0
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
156,816 Shares
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.0%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 12
SCHEDULE 13D
CUSIP NO. 739308 10 4 PAGE 3 OF PAGES
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Douglas H. Martin
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
BK
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 109,771
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
0
OWNED BY
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 109,771
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
0
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
109,771
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.7%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 13
SCHEDULE 13D
CUSIP NO. 739308 10 4 PAGE 3 OF PAGES
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
I. Ernest Butler, Jr.
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
00
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 0
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
90,000 shares
OWNED BY
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 0
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
90,000 shares
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.6%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 14
SCHEDULE 13D
CUSIP NO. 739308104
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Stephens Inc.
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
WC
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [X]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Arkansas
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
18,371 shares
SHARES -------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
18,371 shares
PERSON ------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
18,371
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[X]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
BD
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDED BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND SIGNATURE ATTESTATION.
<PAGE> 15
ITEM 1. SECURITY AND ISSUER
This Schedule 13D relates to the common stock, par value $0.001, of
Power-One, Inc., the principal executive offices of which are located at 740
Calle Plano, Camarillo, California 93012.
ITEM 2. IDENTITY AND BACKGROUND
This Schedule 13D is being filed by and on behalf of Stephens Group,
Inc. and certain other persons affiliated with or otherwise related to Stephens
Group, Inc. or the Stephens family. Stephens Group, Inc. is an Arkansas
business corporation, engaged in the business of buying, owning, holding and
selling investment securities and other assets, the principal offices of which
are located at 111 Center Street, Little Rock, Arkansas 72201. During the last
five years, Stephens Group, Inc. has not been convicted in any criminal
proceeding, nor has it been the subject of any civil judgment, decree or order
involving federal or state securities laws or its compliance therewith.
The voting stock of Stephens Group, Inc. is owned by the following
persons: Jackson T. Stephens Trust No. One; Bess C. Stephens Trust; Bess C.
Stephens; Warren A. Stephens Trust No. One; W. R. Stephens, Jr.
The executive officers and directors of Stephens Group, Inc. are:
Jackson T. Stephens, a citizen of the United States of America, whose business
address is Stephens Group, Inc., 111 Center Street, Little Rock, Arkansas 72201
and whose principal employment is as Chairman of the Board of Directors of
Stephens Group, Inc. and who, during the past five years, has neither been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) not been the subject of any civil judgment, decree or order
involving any federal or state securities laws or his compliance therewith;
Bess C. Stephens, a citizen of the United States of America, whose business
address is Stephens Group, Inc., 111 Center Street, Little Rock, Arkansas
72201, whose principal occupation is as a director of Stephens Group, Inc. and
who, during the past five years, has neither been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors) nor been the
subject of any civil judgment, decree or order involving any federal or state
securities laws or her compliance therewith; Warren A. Stephens, a citizen of
the United States of America, whose business address is Stephens Group, Inc.,
111 Center Street, Little Rock, Arkansas 72201 and whose principal employment
is as President of Stephens Group, Inc. and as President and Chief Executive
Officer of Stephens Inc., and who, during the past five years, has neither been
convicted in any criminal proceeding (excluding traffic violations or similar
misdemeanors) nor been the subject of any civil judgment, decree or order
involving any federal or state securities laws or his compliance therewith; W.
R. Stephens, Jr., a citizen of the United States of America, whose business
address is Stephens Group, Inc., 111 Center Street, Little Rock, Arkansas
72201, who serves as a director and officer of Stephens Group, Inc. and of
Stephens Inc., and who, during the past five years, has neither been convicted
in any criminal proceeding (excluding traffic violations or similar
misdemeanors) nor been the subject of any civil judgment, decree or order
involving any federal or state securities laws or his compliance therewith; Jon
E. M. Jacoby, a citizen of the
<PAGE> 16
United States of America, whose business address is Stephens Group, Inc., 111
Center Street, Little Rock, Arkansas 72201, whose principal employment is as an
Executive Vice President of Stephens Group, Inc. and who, during the past five
years, has neither been convicted in any criminal proceeding (excluding traffic
violations or similar misdemeanors) nor been the subject of any civil judgment,
decree or order involving any federal or state securities laws or his
compliance therewith; Vernon J. Giss, a citizen of the United States of
America, whose business address is Stephens Group, Inc., 111 Center Street,
Little Rock, Arkansas 72201, whose principal employment is as a director of
Stephens Group, Inc. and as an officer of Stephens Inc. and who, during the
past five years, has neither been convicted in any criminal proceeding
(excluding traffic violations or similar misdemeanors) nor been the subject of
any civil judgment, decree or order involving any federal or state securities
laws or his compliance therewith; Craig D. Campbell, a citizen of the United
States of America, whose business address is Stephens Group, Inc., 111 Center
Street, Little Rock, Arkansas 72201, whose principal occupation is as a
director of Stephens Group, Inc. and an employee of Stephens Inc. and who,
during the past five years, has neither been convicted in any criminal
proceeding (excluding traffic violations or similar misdemeanors) nor been the
subject of any civil judgment, decree or order involving any federal or state
securities laws or his compliance therewith; William Walker, a citizen of the
United States of America, whose address is Stephens Production Company, 623
Garrison Avenue, Fort Smith, Arkansas 72901, and whose principal occupation is
President of Stephens Production Company, an oil and gas production company and
who, during the past five years, has neither been convicted in any criminal
proceeding (excluding traffic violations and similar misdemeanors) nor been the
subject of any civil judgment, decree or order involving any federal or state
securities laws or his compliance therewith. I. Ernest Butler, Jr., a citizen
of the United States of America, whose business address is Stephens Inc., 111
Center Street, Little Rock, Arkansas 72201 and whose principal occupation is as
an officer of Stephens Inc. and who, during the past five years, has neither
been convicted in any criminal proceeding (excluding traffic violations or
similar misdemeanors) nor been the subject of any civil judgment, decree or
order involving any federal or state securities laws or his compliance
therewith.
In addition to the foregoing persons, the following persons, who are
Stephens family members or employees of Stephens Group, Inc. or of companies
affiliated with Stephens Group, Inc. invested or otherwise became beneficial
owners of Power-One prior to the initial public offering of the Power-One
Common Stock. Elizabeth Stephens Campbell, a citizen of the United States of
America, whose business address is Stephens Group, Inc., 111 Center Street,
Little Rock, Arkansas 72201, whose principal employment is as an investment
banker with Stephens Inc. and Stephens Group, Inc. and who, during the past
five years, has neither been convicted in any criminal proceeding (excluding
traffic violations or similar misdemeanors) nor been the subject of any civil
judgment, decree or order involving any federal or state securities laws or his
compliance therewith; Pamela Diane Stephens, a citizen of the United States of
America, whose business address is Stephens Group, Inc., 111 Center Street,
Little Rock, Arkansas 72201, whose principal employment is as an investment
banker with Stephens Inc. and Stephens Group, Inc. and who, during the past
five years, has neither been convicted in any criminal proceeding (excluding
traffic violations or similar misdemeanors) nor been the subject of any civil
judgment, decree or order involving any
<PAGE> 17
federal or state securities laws or her compliance therewith; Douglas H.
Martin, a citizen of the United States of America, whose business address is
Stephens Group, Inc., 111 Center Street, Little Rock, Arkansas 72201, whose
principal occupation is as an officer of Stephens Group, Inc. and of Stephens
Inc. and who, during the past five years, has neither been convicted in any
criminal proceeding (excluding traffic violations or similar misdemeanors) nor
been the subject of any civil judgment, decree or order involving any federal
or state securities laws or his compliance therewith; Curtis F. Bradbury, Jr.,
a citizen of the United States of America, whose business address is Stephens
Inc., 111 Center Street, Little Rock, Arkansas 72201, and whose principal
occupation is Chief Operating Officer of Stephens Inc. and who, during the past
five years, has neither been convicted in any criminal proceeding (excluding
traffic violations and similar misdemeanors) nor been the subject of any civil
judgment, decree or order involving any federal or state securities laws or his
compliance therewith. I. Ernest Butler, Jr., a citizen of the United States of
America, whose business address is Stephens Inc., 111 Center Street, Little
Rock, Arkansas 72201 and whose principal occupation is as an officer of
Stephens Inc. and who, during the past five years, has neither been convicted
in any criminal proceeding (excluding traffic violations or similar
misdemeanors) nor been the subject of any civil judgment, decree or order
involving any federal or state securities laws or his compliance therewith.
The following entities, which invested in Power-One at the same time
as Stephens Group, Inc.'s initial investment in September of 1995 are entities
owned or controlled by the persons described above, as follows:
Coral Partners is an Arkansas investment partnership, the business
address of which is 111 Center Street, Little Rock, Arkansas 72201, the
partners of which are Warren A. Stephens and Jon E.M. Jacoby and their IRA
accounts and the IRA accounts of Douglas H. Martin, Rick Turner, Ray Gash and
Bob Schulte, each of whom is an officer and employee of Stephens Group, Inc., a
citizen of the United States of America and none of whom, during the past five
years, has been convicted in any criminal proceeding (excluding traffic
violations or similar misdemeanors) or been the subject of any civil judgment,
decree or order involving any federal or state securities laws or its
compliance therewith.
Coral Two Corporation is an Arkansas corporation, the business address
of which is 111 Center Street, Little Rock, Arkansas 72201, owned and
controlled by Jon E.M. Jacoby. J & J Partners is a partnership comprised of Jon
E.M. Jacoby, his nephew Jim Jacoby and Jacoby Enterprises, Inc. Jim Jacoby, a
United States citizen, is an employee of Stephens Inc.
Jacoby Enterprises, Inc. is an Arkansas corporation, the business
address of which is 111 Center Street, Little Rock, Arkansas 72201, owned by
Jon E.M. Jacoby and his daughters in which Mr. Jacoby is the sole executive
officer. Coral Two Corporation, J & J Partners and Jacoby Enterprises, Inc.
are family investment businesses of Jon E.M. Jacoby's family. None of these
entities, nor any of their partners, directors or executive officers, during
the past five years, has been convicted in any criminal proceeding (excluding
traffic violations or similar misdemeanors) or been the subject of any civil
judgment, decree or order involving any federal or state securities laws or its
compliance therewith.
<PAGE> 18
Stephens Investment Partners I, LLC is an Arkansas investment limited
liability company, the business address of which is 111 Center Street, Little
Rock, Arkansas 72211, the Managers of which are: Jackson T. Stephens, Warren A.
Stephens, Wilton R. Stephens, Jr., Jon E.M. Jacoby and Douglas H. Martin; and
the members of which are present or former officers of Stephens Inc. Stephens
Investment Partners I, LLC, during the past five years, has not been convicted
in any criminal proceeding or been the subject of any civil order involving
federal or state securities laws.
Stephens Inc., an Arkansas corporation, is a second-tier, wholly-owned
subsidiary of Stephens Group, Inc. and is a broker-dealer firm registered with
the NASD. Stephens Inc. was an underwriter for the initial public offering of
the Common Stock of Power-One and makes a market in such stock. Stephens Inc.
did not invest in the Common Stock of Power-One except in connection with its
underwriting of the initial public offering and its subsequent market making
activities. Stephens Inc.'s principal offices are located at 111 Center Street,
Little Rock, Arkansas 72201. During the past five years, Stephens Inc. has not
been convicted in any criminal proceeding. During the past five years, Stephens
Inc. has been 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 in the
following proceedings:
(a) Stephens Inc. entered into a consent order on October 4, 1996
with the NASD in NASD District 5, Matter No. CO59600, in which the NASD found
that Stephens Inc. had failed to establish, maintain and enforce proper
supervisory procedures to prevent unsuitable trades or overconcentration of
securities in customer accounts, improper communications by unregistered
employees or through unregistered offices of the firm, improper communications
and excessive compensation in connection with the wholesale marketing of
certain mutual funds. Stephens Inc. agreed to engage an independent auditor
review and recommend improvements in its supervisory systems and procedures and
to implement such improvements in an effort to prevent similar activities in
the future and consented to a fine in connection therewith.
(b) Stephens Inc. entered into a consent order on September 5,
1997 in In the Matter of Stephens Inc., No. FW-2019 before the Securities and
Exchange Commission in which the Commission found that Stephens Inc.'s
procedures for obtaining consent from its advisory customers for transactions
in securities in which Stephens Inc. makes a market did not fully satisfy the
requirements of Section 206(3) of the Investment Advisers Act of 1940 and
ordered that Stephens Inc. cease and desist from its previous method of
obtaining consent and utilize only consents that fully satisfy the requirements
of said Section 206(3).
(c) On August 11, 1997, the Chicago Board Options Exchange entered
a consent order In the Matter of Stephens Inc., File No. 97-0019, in which it
found that Stephens Inc.'s margin system had failed to accurately compute
margin requirements for certain option positions in customer accounts. Stephens
Inc. agreed to engage independent accountants to review its margin system and
to make recommendations to prevent a recurrence of inaccurate margin
requirement computations, in an effort to assure accurate pricing and margin
calculations in the future and Stephens Inc. consented to a fine in connection
therewith.
(d) In the Matter of Escambia County, Stephens Inc. and Bill
Bethea, NASD No. CO5050076, the NASD found that Stephens Inc. had failed to
effectively supervise one of its
<PAGE> 19
registered employees in the municipal finance business, who without the
knowledge of Stephens Inc. had apparently paid a bribe to an official of a
public bond authority. Stephens Inc. consented to a fine in connection
therewith.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Stephens Group, Inc. acquired 577,330 shares of the common stock,
$0.001 par value, of Power-One, Inc. ("Common Stock") on October 6, 1997 upon
the exchange of 6,882,118 shares of Power-One, Inc. Redeemable Series A
Preferred Stock ("Preferred Stock") and the dividends accrued thereon, pursuant
to an option extended by Power-One, Inc. (the "Company") in conjunction with
the initial public offering of its Common Stock to all holders of its Preferred
Stock to exchange such Preferred Stock and the dividends accrued thereon at its
liquidation value for Common Stock at the initial public offering price (the
"Exchange Option"). This share exchange option is disclosed in the prospectus
for the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Stephens Group, Inc.
owned 3,081,720 shares of the Common Stock. Those shares, together with the
shares of the Preferred Stock exchanged on October 6, 1997, were acquired by
Stephens Group, Inc. upon the merger of Power-One LLC with and into
Power-Merger, Inc. on or about February 1, 1996 (the "LLC Merger"). Stephens
Group, Inc. had previously acquired a membership interest in Power-One LLC on
or about September 27, 1995 pursuant to an investment made by Stephens Group,
Inc. in Power-One LLC at that time in the amount of $6,785,443. These funds
utilized to make this investment were a part of the working capital of Stephens
Group, Inc. at that time.
Jackson T. Stephens Trust No. One acquired 96,908 shares of Power-One,
Inc. Common stock on October 6, 1997 upon the exchange of 1,155,212 shares of
Power-One Preferred Stock pursuant to an option extended by the Company in
conjunction with the initial public offering of its Common Stock to all holders
of its Preferred Stock to exchange such Preferred Stock and the dividends
accrued thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Jackson T. Stephens
Trust No. One owned 25,000 shares of the Common Stock. Those shares, together
with the shares of Preferred Stock exchanged on October 6, 1997, were acquired
by Jackson T. Stephens Trust No. One upon the merger of Power-One LLC with and
into Power-One Merger, Inc. on or about February 1, 1996. Jackson T. Stephens
Trust No. One had previously acquired a membership interest in Power-One LLC on
or about September 27, 1995 pursuant to an investment made by Jackson T.
Stephens Trust No. One in Power-One LLC at that time in the amount of
$1,138,985. The funds utilized to make this investment were a part of the
assets of Jackson T. Stephens Trust No. One at that time.
Jon E.M. Jacoby acquired 14,845 shares of Common Stock on October 6,
1997 upon exchange of 176,969 shares of Preferred Stock pursuant to the
Exchange Option. Prior to the exchange, Mr. Jacoby owned 79,244 shares of
Common Stock. Those shares, together with
<PAGE> 20
the shares of Preferred Stock exchanged on October 6, 1997, were acquired by
Mr. Jacoby in the LLC Merger. Mr. Jacoby had previously acquired a membership
interest in Power-One LLC on or about September 27, 1995 pursuant to an
investment made at that time in the amount of $174,483. The funds utilized to
make this investment were personal funds of Mr. Jacoby at that time.
Upon the closing of the initial public offering of the Common stock of
the Company on October 6, 1997, Mr. Jacoby was granted an option for 40,000
shares of the Common Stock as a result of his serving as a Director of the
Company. None of those options is exercisable within 60 days of the date of
filing of this Schedule 13D.
Grandchild's Trust One acquired 6,185 shares of Power-One, Inc. Common
stock on October 6, 1997 upon the exchange of 73,737 shares of Power-One
Preferred Stock pursuant to an option extended by the Company in conjunction
with the initial public offering of its Common Stock to all holders of its
Preferred Stock to exchange such Preferred Stock and the dividends accrued
thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Grandchild's Trust
One owned 33,018 shares of the Common Stock. Those shares, together with the
shares of Preferred Stock exchanged on October 6, 1997, were acquired by
Grandchild's Trust One upon the merger of Power-One LLC with and into Power-One
Merger, Inc. on or about February 1, 1996. Grandchild's Trust One had
previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by Grandchild's Trust One in
Power-One LLC at that time in the amount of $72,701. The funds utilized to
make this investment were a part of the assets of the Trust at that time.
Grandchild's Trust Two acquired 6,185 shares of Power-One, Inc. Common
stock on October 6, 1997 upon the exchange of 73,737 shares of Power-One
Preferred Stock pursuant to an option extended by the Company in conjunction
with the initial public offering of its Common Stock to all holders of its
Preferred Stock to exchange such Preferred Stock and the dividends accrued
thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Grandchild's Trust
Two owned 33,018 shares of the Common Stock. Those shares, together with the
shares of Preferred Stock exchanged on October 6, 1997, were acquired by
Grandchild's Trust Two upon the merger of Power-One LLC with and into Power-One
Merger, Inc. on or about February 1, 1996. Grandchild's Trust Two had
previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by Grandchild's Trust Two in
Power-One LLC at that time in the amount of $72,701. The funds utilized to
make this investment were a part of the assets of the Trust at that time.
Grandchild's Trust Three acquired 6,185 shares of Power-One, Inc.
Common stock on October 6, 1997 upon the exchange of 73,737 shares of Power-One
Preferred Stock pursuant
<PAGE> 21
to an option extended by the Company in conjunction with the initial public
offering of its Common Stock to all holders of its Preferred Stock to exchange
such Preferred Stock and the dividends accrued thereon at its liquidation value
for Common Stock at the initial public offering price. This share exchange
option is disclosed in the prospectus for the initial public offering of the
Common stock under the title "Recapitalization". Prior to the initial public
offering, Grandchild's Trust Three owned 33,018 shares of the Common Stock.
Those shares, together with the shares of Preferred Stock exchanged on October
6, 1997, were acquired by Grandchild's Trust Three upon the merger of Power-One
LLC with and into Power-One Merger, Inc. on or about February 1, 1996.
Grandchild's Trust Three had previously acquired a membership interest in
Power-One LLC on or about September 27, 1995 pursuant to an investment made by
Grandchild's Trust Three in Power-One LLC at that time in the amount of
$72,701. The funds utilized to make this investment were a part of the assets
of the Trust at that time.
Bess C. Stephens Trust acquired 123,713 shares of Power-One, Inc.
Common stock on October 6, 1997 upon the exchange of 1,474,740 shares of
Power-One Preferred Stock pursuant to an option extended by the Company in
conjunction with the initial public offering of its Common Stock to all holders
of its Preferred Stock to exchange such Preferred Stock and the dividends
accrued thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Bess C. Stephens
Trust owned zero shares of the Common Stock. Those shares, together with the
shares of Preferred Stock exchanged on October 6, 1997, were acquired by Bess
C. Stephens Trust upon the merger of Power-One LLC with and into Power-One
Merger, Inc. on or about February 1, 1996. Bess C. Stephens Trust had
previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by Bess C. Stephens Trust in
Power-One LLC at that time in the amount of $1,454,024. The funds utilized to
make this investment were a part of the assets of the Trust at that time.
Warren A. Stephens Trust acquired 32,990 shares of Power-One, Inc.
Common stock on October 6, 1997 upon the exchange of 393,264 shares of
Power-One Preferred Stock pursuant to an option extended by the Company in
conjunction with the initial public offering of its Common Stock to all holders
of its Preferred Stock to exchange such Preferred Stock and the dividends
accrued thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Warren A. Stephens
Trust owned 54,999 shares of the Common Stock. Those shares, together with the
shares of Preferred Stock exchanged on October 6, 1997, were acquired by Warren
A. Stephens Trust upon the merger of Power-One LLC with and into Power-One
Merger, Inc. on or about February 1, 1996. Warren A. Stephens Trust had
previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by Warren A. Stephens Trust
in Power-One LLC at that time in the amount of $387,740. The funds utilized to
make this investment were obtained from available margin loan balances in the
brokerage account of the Warren A. Stephens Trust maintained at Stephens Inc.
<PAGE> 22
Warren A. Stephens IRA acquired 8,247 shares of Power-One, Inc. Common
stock on October 6, 1997 upon the exchange of 98,316 shares of Power-One
Preferred Stock pursuant to an option extended by the Company in conjunction
with the initial public offering of its Common Stock to all holders of its
Preferred Stock to exchange such Preferred Stock and the dividends accrued
thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Warren A. Stephens
IRA owned 44,025 shares of the Common Stock. Those shares, together with the
shares of Preferred Stock exchanged on October 6, 1997, were acquired by Warren
A. Stephens IRA upon the merger of Power-One LLC with and into Power-One
Merger, Inc. on or about February 1, 1996. Warren A. Stephens IRA had
previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by Warren A. Stephens IRA in
Power-One LLC at that time in the amount of $96,935. The funds utilized to make
this investment were a part of the assets of Warren A. Stephens IRA at that
time.
Warren & Harriet Stephens Children's Trust acquired 20,618 shares of
Power-One, Inc. Common stock on October 6, 1997 upon the exchange of 245,789
shares of Power-One Preferred Stock pursuant to an option extended by the
Company in conjunction with the initial public offering of its Common Stock to
all holders of its Preferred Stock to exchange such Preferred Stock and the
dividends accrued thereon at its liquidation value for Common Stock at the
initial public offering price. This share exchange option is disclosed in the
prospectus for the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Warren & Harriet
Stephens Children's Trust owned 110,061 shares of the Common Stock. Those
shares, together with the shares of Preferred Stock exchanged on October 6,
1997, were acquired by Warren & Harriet Stephens Children's Trust upon the
merger of Power-One LLC with and into Power-One Merger, Inc. on or about
February 1, 1996. Warren & Harriet Stephens Children's Trust had previously
acquired a membership interest in Power-One LLC on or about September 27, 1995
pursuant to an investment made by Warren & Harriet Stephens Children's Trust in
Power-One LLC at that time in the amount of $242,337. The funds utilized to
make this investment were a part of the assets of the Trust at that time.
Harriet Calhoun Stephens Trust acquired 20,618 shares of Power-One,
Inc. Common stock on October 6, 1997 upon the exchange of 245,789 shares of
Power-One Preferred Stock pursuant to an option extended by the Company in
conjunction with the initial public offering of its Common Stock to all holders
of its Preferred Stock to exchange such Preferred Stock and the dividends
accrued thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Harriet Calhoun
Stephens Trust owned 40,000 shares of the Common Stock. Those shares, together
with the shares of Preferred Stock exchanged on October 6, 1997, were acquired
by Harriet Calhoun Stephens Trust upon the merger of Power-One LLC with and
into
<PAGE> 23
Power-One Merger, Inc. on or about February 1, 1996. Harriet Calhoun Stephens
Trust had previously acquired a membership interest in Power-One LLC on or
about September 27, 1995 pursuant to an investment made by Harriet Calhoun
Stephens Trust in Power-One LLC at that time in the amount of $242,337. The
funds utilized to make this investment were a part of the assets of the Trust
at that time.
Elizabeth Ann Stephens Campbell Revocable Trust acquired 27,491 shares
of Power-One, Inc. Common stock on October 6, 1997 upon the exchange of 327,719
shares of Power-One Preferred Stock pursuant to an option extended by the
Company in conjunction with the initial public offering of its Common Stock to
all holders of its Preferred Stock to exchange such Preferred Stock and the
dividends accrued thereon at its liquidation value for Common Stock at the
initial public offering price. This share exchange option is disclosed in the
prospectus for the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Elizabeth Ann
Stephens Campbell Revocable Trust owned 276,871 shares of the Common Stock.
Those shares, together with the shares of Preferred Stock exchanged on October
6, 1997, were acquired by Elizabeth Ann Stephens Campbell Revocable Trust upon
the merger of Power- One LLC with and into Power-One Merger, Inc. on or about
February 1, 1996. Elizabeth Ann Stephens Campbell Revocable Trust had
previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by Elizabeth Ann Stephens
Campbell Revocable Trust in Power-One LLC at that time in the amount of
$323,116. The funds utilized to make this investment were a part of the assets
of the Trust at that time. Elizabeth Ann Stephens Campbell Revocable Trust also
acquired 220,123 shares of Power-One Common Stock from Bess C. Stephens Trust
on or about February 26, 1996 for $220,123, the source of which was personal
funds of Elizabeth Stephens Campbell.
W. R. Stephens Trust acquired 27,491 shares of Power-One, Inc. Common
stock on October 6, 1997 upon the exchange of 327,719 shares of Power-One
Preferred Stock pursuant to an option extended by the Company in conjunction
with the initial public offering of its Common Stock to all holders of its
Preferred Stock to exchange such Preferred Stock and the dividends accrued
thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, W. R. Stephens Trust
owned zero shares of the Common Stock. Those shares, together with the shares
of Preferred Stock exchanged on October 6, 1997, were acquired by W. R.
Stephens Trust upon the merger of Power-One LLC with and into Power-One Merger,
Inc. on or about February 1, 1996. W. R. Stephens Trust had previously
acquired a membership interest in Power-One LLC on or about September 27, 1995
pursuant to an investment made by W. R. Stephens Trust in Power-One LLC at that
time in the amount of $323,116. The funds utilized to make this investment were
a part of the assets of the Trust at that time.
W. R. Stephens, Jr. Revocable Trust acquired 27,491 shares of
Power-One, Inc. Common stock on October 6, 1997 upon the exchange of 327,720
shares of Power-One Preferred Stock pursuant to an option extended by the
Company in conjunction with the initial
<PAGE> 24
public offering of its Common Stock to all holders of its Preferred Stock to
exchange such Preferred Stock and the dividends accrued thereon at its
liquidation value for Common Stock at the initial public offering price. This
share exchange option is disclosed in the prospectus for the initial public
offering of the Common stock under the title "Recapitalization". Prior to the
initial public offering, W. R. Stephens, Jr. Revocable Trust owned 336,872
shares of the Common Stock. Those shares, together with the shares of Preferred
Stock exchanged on October 6, 1997, were acquired by W. R. Stephens, Jr.
Revocable Trust upon the merger of Power-One LLC with and into Power-One
Merger, Inc. on or about February 1, 1996. W. R. Stephens, Jr. Revocable Trust
had previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by W. R. Stephens, Jr.
Revocable Trust in Power-One LLC at that time in the amount of $323,117. The
funds utilized to make this investment were a part of the assets of the Trust
at that time. W. R. Stephens, Jr. Revocable Trust also acquired 220,123 shares
of Power-One Common Stock from Bess C. Stephens Trust on or about February 26,
1996 for $220,123, the source of which was personal funds of W. R. Stephens,
Jr.
J & J Partners acquired 8,247 shares of Power-One, Inc. Common stock
on October 6, 1997 upon the exchange of 98,316 shares of Power-One Preferred
Stock pursuant to an option extended by the Company in conjunction with the
initial public offering of its Common Stock to all holders of its Preferred
Stock to exchange such Preferred Stock and the dividends accrued thereon at its
liquidation value for Common Stock at the initial public offering price. This
share exchange option is disclosed in the prospectus for the initial public
offering of the Common stock under the title "Recapitalization". Prior to the
initial public offering, J & J Partners owned 44,025 shares of the Common
Stock. Those shares, together with the shares of Preferred Stock exchanged on
October 6, 1997, were acquired by J & J Partners upon the merger of Power-One
LLC with and into Power-One Merger, Inc. on or about February 1, 1996. J & J
Partners had previously acquired a membership interest in Power-One LLC on or
about September 27, 1995 pursuant to an investment made by J & J Partners in
Power-One LLC at that time in the amount of $96,935. The funds utilized to make
this investment were a part of the working capital assets of J & J Partners at
that time.
Jacoby Enterprises, Inc. acquired 32,990 shares of Power-One, Inc.
Common stock on October 6, 1997 upon the exchange of 393,264 shares of
Power-One Preferred Stock pursuant to an option extended by the Company in
conjunction with the initial public offering of its Common Stock to all holders
of its Preferred Stock to exchange such Preferred Stock and the dividends
accrued thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Jacoby Enterprises,
Inc. owned 176,098 shares of the Common Stock. Those shares, together with the
shares of Preferred Stock exchanged on October 6, 1997, were acquired by Jacoby
Enterprises, Inc. upon the merger of Power-One LLC with and into Power-One
Merger, Inc. on or about February 1, 1996. Jacoby Enterprises, Inc. had
previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by Jacoby Enterprises, Inc.
in Power-One LLC at that time in the amount of $387,740. The funds utilized to
make this investment were a part of the working capital assets of Jacoby
Enterprises, Inc. at that time.
<PAGE> 25
Coral Two Corporation acquired 22,680 shares of Power-One, Inc. Common
stock on October 6, 1997 upon the exchange of 270,369 shares of Power-One
Preferred Stock pursuant to an option extended by the Company in conjunction
with the initial public offering of its Common Stock to all holders of its
Preferred Stock to exchange such Preferred Stock and the dividends accrued
thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Coral Two Corporation
owned 121,068 shares of the Common Stock. Those shares, together with the
shares of Preferred Stock exchanged on October 6, 1997, were acquired by Coral
Two Corporation upon the merger of Power-One LLC with and into Power-One
Merger, Inc. on or about February 1, 1996. Coral Two Corporation had
previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by Coral Two Corporation in
Power-One LLC at that time in the amount of $266,571. The funds utilized to
make this investment were a part of the working capital assets of Coral Two
Corporation at that time.
The Jon E. M. Jacoby Keogh acquired 3,711 shares of Power-One, Inc.
Common stock on October 6, 1997 upon the exchange of 44,243 shares of Power-One
Preferred Stock pursuant to an option extended by the Company in conjunction
with the initial public offering of its Common Stock to all holders of its
Preferred Stock to exchange such Preferred Stock and the dividends accrued
thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, the Jon E. M. Jacoby
Keogh owned 19,811 shares of the Common Stock. Those shares, together with the
shares of Preferred Stock exchanged on October 6, 1997, were acquired by the
Jon E. M. Jacoby Keogh upon the merger of Power-One LLC with and into Power-One
Merger, Inc. on or about February 1, 1996. The Jon E. M. Jacoby Keogh had
previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by the Jon E. M. Jacoby Keogh
in Power-One LLC at that time in the amount of $43,621. The funds utilized to
make this investment were a part of the assets of the Keogh at that time.
Douglas H. Martin acquired 10,721 shares of Power-One, Inc. Common
stock on October 6, 1997 upon the exchange of 98,316 shares of Power-One
Preferred Stock pursuant to an option extended by the Company in conjunction
with the initial public offering of its Common Stock to all holders of its
Preferred Stock to exchange such Preferred Stock and the dividends accrued
thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Mr. Martin owned
44,025 shares of the Common Stock. Those shares, together with the shares of
Preferred Stock exchanged on October 6, 1997, were acquired by Mr. Martin upon
the merger of Power-One LLC with and into Power-One Merger, Inc. on or about
February 1, 1996. Mr. Martin had previously acquired a membership interest in
Power-One
<PAGE> 26
LLC on or about September 27, 1995 pursuant to an investment made by Mr. Martin
in Power-One LLC at that time in the amount of $96,935. The funds utilized to
make this investment included personal funds of $36,935 and draw on an
unsecured bank line of credit loan in the amount of $60,000. Mr. Martin
requests that the identity of the bank not be made available to the public.
Upon the closing of the initial public offering of the Common Stock of
the Company in October 6, 1997, Mr. Martin was granted an option for 40,000
shares of the Common Stock as a result of his serving as a Director of the
Company. None of these options is exercisable within 60 days of the date of
filing of this Schedule 13D.
Douglas H. Martin IRA acquired 6,598 shares of Power-One, Inc. Common
stock on October 6, 1997 upon the exchange of 78,653 shares of Power-One
Preferred Stock pursuant to an option extended by the Company in conjunction
with the initial public offering of its Common Stock to all holders of its
Preferred Stock to exchange such Preferred Stock and the dividends accrued
thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Douglas H. Martin IRA
owned 35,220 shares of the Common Stock. Those shares, together with the
shares of Preferred Stock exchanged on October 6, 1997, were acquired by the
IRA upon the merger of Power-One LLC with and into Power-One Merger, Inc. on or
about February 1, 1996. Douglas H. Martin IRA had previously acquired a
membership interest in Power-One LLC on or about September 27, 1995 pursuant to
an investment made by the IRA in Power-One LLC at that time in the amount of
$77,548. The funds utilized to make this investment were a part of the assets
of the IRA at that time.
Curtis F. Bradbury, Jr. acquired 16,495 shares of Power-One, Inc.
Common stock on October 6, 1997 upon the exchange of 196,632 shares of
Power-One Preferred Stock pursuant to an option extended by the Company in
conjunction with the initial public offering of its Common Stock to all holders
of its Preferred Stock to exchange such Preferred Stock and the dividends
accrued thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Curtis F. Bradbury,
Jr. owned 88,049 shares of the Common Stock. Those shares, together with the
shares of Preferred Stock exchanged on October 6, 1997, were acquired by Mr.
Bradbury upon the merger of Power-One LLC with and into Power-One Merger, Inc.
on or about February 1, 1996. Mr. Bradbury had previously acquired a
membership interest in Power-One LLC on or about September 27, 1995 pursuant to
an investment made by him in Power-One LLC at that time in the amount of
$193,870. The funds utilized to make this investment were borrowed against
other securities carried in a margin account maintained by Mr. Bradbury at
Worthen Investments, Inc. and cleared through Stephens Inc. on a fully
disclosed basis pursuant to Mr. Bradbury's margin agreement with Stephens Inc.
relating to the margin account.
<PAGE> 27
Bradbury Enterprises, Inc. acquired 8,247 shares of Power-One, Inc.
Common stock on October 6, 1997 upon the exchange of 98,316 shares of Power-One
Preferred Stock pursuant to an option extended by the Company in conjunction
with the initial public offering of its Common Stock to all holders of its
Preferred Stock to exchange such Preferred Stock and the dividends accrued
thereon at its liquidation value for Common Stock at the initial public
offering price. This share exchange option is disclosed in the prospectus for
the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Bradbury Enterprises,
Inc. owned 44,025 shares of the Common Stock. Those shares, together with the
shares of Preferred Stock exchanged on October 6, 1997, were acquired by
Bradbury Enterprises, Inc. upon the merger of Power-One LLC with and into
Power-One Merger, Inc. on or about February 1, 1996. Bradbury Enterprises,
Inc. had previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by Bradbury Enterprises, Inc.
in Power-One LLC at that time in the amount of $96,935. The funds utilized to
make this investment were a part of the working capital assets of Bradbury
Enterprises, Inc. at that time.
William Walker acquired 1,237 shares of Power-One, Inc. Common stock
on October 6, 1997 upon the exchange of 14,747 shares of Power-One Preferred
Stock pursuant to an option extended by the Company in conjunction with the
initial public offering of its Common Stock to all holders of its Preferred
Stock to exchange such Preferred Stock and the dividends accrued thereon at its
liquidation value for Common Stock at the initial public offering price. This
share exchange option is disclosed in the prospectus for the initial public
offering of the Common stock under the title "Recapitalization". Prior to the
initial public offering, Mr. Walker owned 6,604 shares of the Common Stock.
Those shares, together with the shares of Preferred Stock exchanged on October
6, 1997, were acquired by Mr. Walker upon the merger of Power-One LLC with and
into Power-One Merger, Inc. on or about February 1, 1996. Mr. Walker had
previously acquired a membership interest in Power-One LLC on or about
September 27, 1995 pursuant to an investment made by Mr. Walker in Power-One
LLC at that time in the amount of $14,540. The funds utilized to make this
investment were a part of the personal funds of Mr. Walker at that time.
Stephens Investment Partners I, LLC acquired 24,742 shares of
Power-One, Inc. Common stock on October 6, 1997 upon the exchange of 294,948
shares of Power-One Preferred Stock pursuant to an option extended by the
Company in conjunction with the initial public offering of its Common Stock to
all holders of its Preferred Stock to exchange such Preferred Stock and the
dividends accrued thereon at its liquidation value for Common Stock at the
initial public offering price. This share exchange option is disclosed in the
prospectus for the initial public offering of the Common stock under the title
"Recapitalization". Prior to the initial public offering, Stephens Investment
Partners I, LLC owned 132,074 shares of the Common Stock. Those shares,
together with the shares of Preferred Stock exchanged on October 6, 1997, were
acquired by Stephens Investment Partners I, LLC upon the merger of Power-One
LLC with and into Power-One Merger, Inc. on or about February 1, 1996. Stephens
Investment Partners I, LLC had previously acquired a membership interest in
Power-One LLC on or about September 27, 1995 pursuant to an investment made by
Stephens Investment Partners I, LLC. in Power-One LLC at that time in the
amount of $290,805. The funds utilized to make this investment were a part of
the working capital assets of Stephens Investment Partners I, LLC at that time,
some of which were obtained from additional capital contributions made by the
members of the LLC.
<PAGE> 28
Coral Partners acquired 14,845 shares of Power-One, Inc. Common stock
on October 6, 1997 upon the exchange of 176,969 shares of Power-One Preferred
Stock pursuant to an option extended by the Company in conjunction with the
initial public offering of its Common Stock to all holders of its Preferred
Stock to exchange such Preferred Stock and the dividends accrued thereon at its
liquidation value for Common Stock at the initial public offering price. This
share exchange option is disclosed in the prospectus for the initial public
offering of the Common stock under the title "Recapitalization". Prior to the
initial public offering, Coral Partners owned 79,244 shares of the Common
Stock. Those shares, together with the shares of Preferred Stock exchanged on
October 6, 1997, were acquired by Coral Partners upon the merger of Power-One
LLC with and into Power-One Merger, Inc. on or about February 1, 1996. Coral
Partners had previously acquired a membership interest in Power-One LLC on or
about September 27, 1995 pursuant to an investment made by Coral Partners in
Power-One LLC at that time in the amount of $174,483. The funds utilized to
make this investment were a part of the working capital assets of Coral
Partners at that time.
Prior to the initial public offering of Power-One Common Stock, Pamela
Diane Stephens Rose Trust One owned 366,871 shares of the Common Stock. Those
shares were acquired on or about February 26, 1996 by the Trust by purchasing
220,123 shares from Bess C. Stephens Trust and by purchasing 146,748 shares
from W. R. Stephens Trust for an aggregate purchase price of $366,871, of which
$220,123 was derived from Ms. Rose's personal funds and $146,749 was borrowed
on margin against other securities in Ms. Rose's margin account at Stephens
Inc.
Jackson T. Stephens Grandchildren's Trust AAAA, Warren Miles Amerine
Stephens Trust, John Calhoun Stephens Trust, Laura Whitaker Stephens Trust,
Susan Stephens Campbell 1995 Trust, Craig D. Campbell, Jr. 1995 Trust,
Elizabeth Chisum Campbell 1995 Trust and W. R. Stephens, Jr. Children's Trust
acquired their interests in Power-One Common Stock on or about February 26,
1996 from trusts of other Stephens family interests previously disclosed.
On or about February 28, 1996, Jackson T. Stephens Trust One assigned
the economic interest in 25,000 shares of the Common Stock to third parties,
but the Trust remains the record owner of said shares to date.
On or about March 1, 1996, Warren A. Stephens Trust and Harriet
Calhoun Stephens Trust assigned the economic interest in 95,000 shares of the
Common Stock to other third parties, but these Trusts remain the record owners
of said shares to date.
Stephens Inc. market making inventory position in Power-One, Inc.
Common Stock in the amount of 18,371 shares as of October 15, 1997 was
purchased on the market at an average price of approximately $18.84 per share
and at a total cost of $364,083.02, which was obtained from working capital of
Stephens Inc.
<PAGE> 29
As underwriter for the initial public offering of the Common Stock of
Power-One, Inc., Stephens sold 750,000 shares subject to the underwriter's
overallotment option at the public offering price of $14 per share. Stephens
Inc. has notified the Company of its intent to exercise the overallotment
option to cover the short position created by the sale of the overallotment
shares. Upon the exercise of the overallotment option, Stephens Inc. will
obtain the overallotment shares from the Company and will pay for such shares
from the proceeds of the public sale and distribution of such shares in the
initial public offering.
ITEM 4.
Except for the Common Stock owned by Stephens Inc., the Common Stock
was acquired by the reporting persons primarily for investment purposes. As
disclosed in the prospectus for the initial public offering of the Common
stock, the Company may pursue opportunities to acquire other power supply
manufacturers or to engage in joint ventures or licensing agreements with other
companies in the power supply business. As also disclosed in the prospectus,
the Company intends to elect two additional independent Directors to its Board
of Directors. The reporting persons support these plans of the Company. The
Common Stock owned by Stephens Inc. was acquired for trading purposes and for
purposes of promoting an active market in the Common Stock by Stephens Inc. as
a market maker for the Common Stock and not for any purpose of controlling or
exercising control over the Company.
ITEM 5.
The following table discloses the ownership of the Common Stock of
Power-One, Inc. by Stephens Group, Inc. and the beneficial ownership of other
Common Stock of Power-One, Inc. owned by or attributed to the Directors and
executive officers of Stephens Group, Inc. pursuant to SEC Rule 13d-3.
<TABLE>
<CAPTION>
BENEFICIAL OWNERSHIP TABLE I
- ----------------------------------------------------------------------------------------------------------
NAME NO. OF SHARES PERCENT OF POWER TO VOTE POWER TO
OUTSTANDING DISPOSE
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Stephens Group, Inc. 3,659,050 22.4% Sole Sole
Jackson T. Stephens 451,928 2.8%
including: 22,000 0.1% Sole Sole
429,928 2.6% Shared Shared
Bess C. Stephens 548,075 3.4% Shared Shared
Warren A. Stephens 821,843 5.0%
including: 331,421 2.0% Sole Sole
490,422 3.0% Shared Shared
Wilton R. Stephens, Jr. 918,050 5.6%
including: 364,363 2.2% Sole Sole
553,687 3.4% Shared Shared
Jon E. M. Jacoby 1,604,201 9.8%
including: 1,239,776 7.6% Sole Sole
364,425 2.2% Shared Shared
Vernon J. Giss 151,204 0.9% Shared Shared
William Walker 7,841 * Sole Sole
I. Ernest Butler, Jr. 90,000 0.6% Shared Shared
Craig D. Campbell None
- ----------------------------------------------------------------------------------------------------------
</TABLE>
*indicates less than 0.1%
<PAGE> 30
The following table discloses the beneficial ownership pursuant to SEC
Rule 13d-3 of Power-One, Inc. Common Stock by other Stephens family interests
and by other employees of Stephens Group, Inc. or of its second tier subsidiary
Stephens Inc. who invested in Power-One prior to the initial public offering of
its Common Stock:
<TABLE>
<CAPTION>
BENEFICIAL OWNERSHIP TABLE II
- ----------------------------------------------------------------------------------------------------------
NAME NO. OF SHARES PERCENT OF POWER TO POWER TO
OUTSTANDING VOTE DISPOSE
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Elizabeth Stephens Campbell 671,233 4.1%
including:
304,362 1.9% Sole Sole
366,871 2.2% Shared Shared
Pamela Stephens Rose 366,871 2.2% Shared Shared
Curtis F. Bradbury, Jr. 156,816 1.0% Sole Sole
Douglas H. Martin 266,587 1.6%
109,771 0.7% Sole Sole
156,816 1.0% Shared Shared
K. Rick Turner 10,452 0.1% Sole Sole
C. Ray Gash 26,135 0.2% Sole Sole
Robert L. Schulte 13,067 0.1% Sole Sole
Michael B. Johnson 5,226 * Sole Sole
Gordon D. Grender and Amanda 78,408 0.5% Sole Sole
F. Grender, JTWROS
- ----------------------------------------------------------------------------------------------------------
</TABLE>
*indicates less than 0.1%
Each person executing this Schedule 13D declares that the filing of
this statement on Schedule 13D shall not be construed as on admission that such
person is the beneficial owner of any securities covered by this statement, to
the fullest extent permitted by Rule 13d-4.
For further information regarding the ownership of the Power-One
Common Stock by Stephens Group, Inc., other Stephens family interests, and
other current officers or directors of Stephens Group, Inc. who invested in
Power-One prior to its initial public offering, the following table discloses
the record holdings of the Common Stock of Power- One, Inc. by such persons as
of October 6, 1997, as follows:
<PAGE> 31
<TABLE>
<CAPTION>
RECORD OWNERSHIP
- --------------------------------------------------------------------------------------------------------------
RECORD HOLDER BENEFICIAL OWNERSHIP NUMBER PERCENTAGE
ATTRIBUTED TO OF SHARES OF
OUTSTANDING
- --------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Stephens Group, Inc. 3,659,050 22.4%
Jackson T. Stephens Trust No.One UID Jackson T. Stephens, 121,908 0.8%
1/4/88 Warren A. Stephens, Trustees
Grandchild's Trust One Jon Jacoby, Warren A. 39,203 0.2%
UID 12/16/85 Stephens, Trustees
Grandchild's Trust Two Jon Jacoby, Warren A. 39,203 0.2%
UID 12/16/85 Stephens, Trustees
Grandchild's Trust Three Jon Jacoby, Warren A. 39,203 0.2%
UID 12/89 Stephens, Trustees
Bess C. Stephens Trust Bess C. Stephens, Jackson T. 123,713 0.8%
UID 1/4/85 Stephens, Vernon Giss,
Trustees
Warren A. Stephens Trust Warren A. Stephens, Trustee 87,989 0.5%
UID 9/30/87
Stephens Inc. Custodian Warren A. Stephens
for Warren A. Stephens IRA 52,272 0.3%
Warren & Harriet Stephens Jon Jacoby, Trustee
Children's Trust UID9/30/87 130,679 0.8%
Harriet Calhoun Stephens Trust Harriet C. Stephens, Trustee 60,618 0.4%
UID 3/22/84
Elizabeth Ann Stephens Campbell Elizabeth Stephens Campbell,
Revocable Trust UID 8/25/92 Trustee 304,362 1.9%
W. R. Stephens Trust UID 1/4/85 Bess C. Stephens, Jackson T. 27,491 0.2%
Stephens, Vernon Giss,
Trustees
W. R. Stephens, Jr. Revocable Wilton R. Stephens, Jr., 364,363 2.2%
Trust UID 2/19/93 Trustee
Jon E. M. Jacoby Directly Owned 94,089 0.6%
J & J Partners Jon E. M. Jacoby 52,272 0.3%
Jacoby Enterprises, Inc. Jon E. M. Jacoby 209,088 1.3%
Coral Two Corporation Jon E. M. Jacoby 143,748 0.9%
Delaware Charter Guarantee & Jon E. M. Jacoby
Trust F/B/O Jon E. M. Jacoby 23,522 0.1%
Keogh
Douglas H. Martin Directly Owned 67,953 0.4%
Stephens Inc. Custodian for Douglas H. Martin 41,818 0.3%
Douglas H. Martin IRA
K. Rick Turner Directly Owned 5,226 *
Stephens Inc. Custodian for K. Rick Turner 5,226 *
K. Rick Turner IRA
C. Ray Gash Directly Owned 26,135 0.2%
Robert L. Schulte Directly Owned 13,067 0.1%
Michael B. Johnson Directly Owned 5,226 *
Curtis F. Bradbury, Jr. Directly Owned 104,544 0.6%
Bradbury Enterprises, Inc. Curtis F. Bradbury, Jr. 52,272 0.3%
William S. Walker Directly Owned 7,841 *
Gordon D. Grender and Directly Owned
Amanda F. Grender, JTWROS 78,408 0.5%
Stephens Investment Partners I LLC Jackson T. Stephens, Warren A. 156,816 1.0%
Stephens, Wilton R. Stephens,
Jr., Jon E. M. Jacoby, Douglas
H. Martin, LLC Managers
Coral Partners Jon E. M. Jacoby, Warren A. 94,089 0.6%
Stephens
Jackson T. Stephens Grandchildrens Trust Jon E. M. Jacoby, Trustee
AAAA 492,289 3.0%
UID 1/26/96
Pamela Diane Stephens Rose Trust One Bess C. Stephens, Elizabeth 366,871 2.3%
UID 4/10/92 Stephens Campbell, Wilton R.
Stephens, Jr., Pamela Diane
Stephens, Trustees
Warren Miles Amerine Stephens Warren A. Stephens, Trustee 63,720 0.4%
Trust UID 9/10/86
John Calhoun Stephens Trust Warren A. Stephens, Trustee 63,720 0.4%
UID 12/1/87
Laura Whitaker Stephens Trust Warren A. Stephens, Trustee 63,720 0.4%
UID 12/28/90
Susan Stephens Campbell 1995 Jon E. M. Jacoby, I. Ernest 30,000 0.2%
Trust UID 12/4/95 Butler, Jr. Trustees
Craig D. Campbell, Jr. 1995 Trust Jon E. M. Jacoby, I Ernest 30,000 0.2%
UID 12/4/95 Butler, Jr. Trustees
Elizabeth Chisum Campbell 1995 Jon E. M. Jacoby, I. Ernest 30,000 0.2%
Trust UID 12/4/95 Butler, Jr., Trustees
W. R. Stephens, Jr. Children's Bess C. Stephens, Wilton R. 30,000 0.2%
Trust UID 3/1/95 Stephens, Jr., Trustees
TOTAL 7,401,714 45.4%
</TABLE>
*indicates less than 0.1%
<PAGE> 32
As of October 15, 1997, Stephens Inc. as market maker owned 18,371
shares of Power-One, Inc. Common Stock. In addition, Stephens Inc.'s syndicate
department had a short position of 750,000 shares, which will be covered by the
exercise of the overallotment option of 750,000 shares extended by the Company
to the underwriters in connection with the initial public offering of the
Common Stock. The overallotment option is currently being exercised by Stephens
Inc. The terms of the overallotment option are disclosed in the Underwriting
Agreement attached to the Registration Statement for the initial public
offering of the Company's Common Stock as Exhibit 1.1 of such registration
statement.
ITEM 6
Pursuant to the underwriting agreement for the initial public offering
of the Power-One Common Stock, the shareholders whose holdings are disclosed in
this report, as well as shareholders who are executive officers of Power- One,
agreed not to dispose of their Power-One stock during the six month period
following the initial public offering (the "Lock-up Agreement"). The
underwriting agreement has previously been filed with the SEC as Exhibit 1.1 of
the Registration Statement filed on behalf of Power-One for registration of the
initial public offering of the Common Stock.
Jackson T. Stephens Trust No. One has assigned the economic interest
in 10,000 shares of the Power-One Common Stock to one individual and in 15,000
shares of the Common stock to another individual, subject, however, to the
expiration of the Lock-up Agreement or any other agreement restricting transfer
of the Common stock. Jackson T. Stephens Trust One expects to effect the
absolute and record transfer of such shares following the expiration of the
Lock-up Agreement.
Warren A. Stephens Trust and Harriet Calhoun Stephens Trust have
assigned the economic interests in a total of 95,000 shares of the Common Stock
to a total of seven individuals, including several family members, subject,
however to the expiration of the Lock-up Agreement or any other agreement
restricting the transfer of the Common Stock. Warren A. Stephens Trust and
Harriet Calhoun Stephens Trust expect to effect the absolute and record
transfer of such shares following the expiration of the Lock-up Agreement.
Warren A. Stephens Trust, Pamela Diane Stephens Rose Trust and Curtis
F. Bradbury, Jr. obtained funds to invest in the Power-One Common Stock from
margin loan availability in margin accounts at Stephens Inc. held respectively
by Warren A. Stephens Trust, Pamela Diane Stephens and Curtis F. Bradbury,
Jr. The margin accounts are on standard terms and conditions for margin
accounts at Stephens Inc. The margin loan availability was based upon margin
arising from other securities maintained in such accounts. Copies of the margin
account agreements are attached hereto as exhibits.
<PAGE> 33
Douglas H. Martin borrowed a portion of the purchase price for his
investment in the Power-One Common Stock pursuant to a draw under an unsecured
line of credit loan from a bank. Mr. Martin respectfully requests that the
identity of the bank not be disclosed publicly. A copy of the line of credit
promissory note is attached hereto as an exhibit.
ITEM 7: EXHIBITS
1. Agreement to File Joint Schedule 13D (Conformed Copy)
2. Stephens Inc. Margin Agreement for Warren A. Stephens Trust
3. Stephens Inc. Martin Agreement for Pamela Stephens Rose
4. Stephens Inc. Margin Agreement for Curtis F. Bradbury, Jr.
5. Bank Line of Credit Loan Promissory Note for Douglas H. Martin
(Conformed Copy)
6. Assignments of Economic Interest
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement with respect to my
investment in the common stock of Power-One, Inc. is true, complete and
correct.
/s/ JACKSON T. STEPHENS
-----------------------------------------
Jackson T. Stephens, individually and on
behalf of Stephens Group, Inc., Jackson
T. Stephens Trust No. One, Bess C.
Stephens Trust, W. R. Stephens Trust and
Stephens Investment Partners I, LLC
/s/ BESS C. STEPHENS
-----------------------------------------
Bess C. Stephens, individually and on
behalf of Stephens Group, Inc., Bess C.
Stephens Trust, W. R. Stephens Trust,
Pamela Diane Stephens Rose Trust One and
W. R. Stephens, Jr. Children's Trust
<PAGE> 34
/s/ WARREN A. STEPHENS
-----------------------------------------
Warren A. Stephens, individually and on
behalf of Stephens Group, Inc., Jackson
T. Stephens Trust No. One, Grandchild's
Trust Two, Grandchild's Trust Three,
Warren A. Stephens Trust, Warren A.
Stephens IRA (Stephens Inc. Custodian),
Warren Miles Amerine Stephens Trust,
John Calhoun Stephens Trust, Laura
Whitaker Stephens Trust, Coral Partners
and Stephens Investment Partners I LLC
/s/ WILTON R. STEPHENS, JR.
-----------------------------------------
Wilton R. Stephens, Jr., individually
and on behalf of Stephens Group, Inc.,
W. R. Stephens, Jr. Revocable Trust,
Pamela Diane Stephens Rose Trust One, W.
R. Stephens, Jr. Children's Trust and
Stephens Investment Partners I, LLC
/s/ ELIZABETH STEPHENS CAMPBELL
-----------------------------------------
Elizabeth Stephens Campbell,
individually and on behalf of Elizabeth
Ann Stephens Campbell Revocable Trust
and Pamela Diane Stephens Rose Trust One
/s/ JON E. M. JACOBY
-----------------------------------------
Jon E. M. Jacoby, individually and on
behalf of Stephens Group, Inc.,
Grandchild's Trust One, Grandchild's
Trust Two, Grandchild's Trust Three,
Warren and Harriet Stephens Children's
Trust, J & J Partners, Jacoby
Enterprises, Inc., Coral Two
Corporation, Jon E.M. Jacoby Keogh
(Delaware Charter Guarantee & Trust,
Trustee), Coral Partners, Jackson T.
Stephens Grandchildren's Trust AAAA,
Susan Stephens Campbell 1995 Trust,
Craig D. Campbell, Jr. 1995 Trust,
Elizabeth Chisum Campbell 1995 Trust and
Stephens Investment Partners I, LLC
/s/ VERNON J. GISS
-----------------------------------------
Vernon J. Giss, individually and on
behalf of Stephens Group, Inc., Bess C.
Stephens Trust and W. R. Stephens Trust
<PAGE> 35
/s/ WILLIAM WALKER
-----------------------------------------
William Walker, individually and on
behalf of Stephens Group, Inc.
/s/ ERNEST BUTLER
-----------------------------------------
I. Ernest Butler, individually and on
behalf of Stephens Group, Inc., Susan
Stephens Campbell 1995 Trust, Craig D.
Campbell, Jr. 1995 Trust and Elizabeth
Chisum Campbell 1995 Trust
/s/ CRAIG D. CAMPBELL
-----------------------------------------
Craig D. Campbell on behalf of Stephens
Group, Inc.
/s/ DOUGLAS H. MARTIN
-----------------------------------------
Douglas H. Martin, individually and on
behalf of Douglas H. Martin IRA
(Stephens Inc. Custodian) and Stephens
Investment Partners I, LLC
/s/ CURTIS F. BRADBURY
-----------------------------------------
Curtis F. Bradbury, Jr., individually
and on behalf of Bradbury Enterprises,
Inc.
/s/ PAMELA DIANE STEPHENS
-----------------------------------------
Pamela Diane Stephens, individually
and on behalf of Pamela Diane Stephens
Rose Trust One
Stephens Inc.
By: /s/ WARREN A. STEPHENS
----------------------------------------
<PAGE> 36
AGREEMENT TO FILE
JOINT SCHEDULE 13D
Each of the undersigned, being a record owner or a "beneficial owner"
of common stock of Power-One, Inc. ("Common Stock"), hereby agree to jointly
file a Schedule 13D with respect to their respective holdings of the Common
Stock on a Schedule 13D to be initially filed on or about October 15, 1997 on
behalf of each of the undersigned and to include this agreement as an exhibit
to such Schedule 13D.
IN WITNESS WHEREOF, each of the undersigned has executed and delivered
this agreement as of the 15th day of October, 1997.
/s/ JACKSON T. STEPHENS
-----------------------------------------
Jackson T. Stephens, individually and on
behalf of Stephens Group, Inc., Jackson
T. Stephens Trust No. One, Bess C.
Stephens Trust, W. R. Stephens Trust and
Stephens Investment Partners I, LLC
/s/ BESS C. STEPHENS
-----------------------------------------
Bess C. Stephens, individually and on
behalf of Stephens Group, Inc., Bess C.
Stephens Trust, W. R. Stephens Trust,
Pamela Diane Stephens Rose Trust One and
W. R. Stephens, Jr. Children's Trust
/s/ WARREN A. STEPHENS
-----------------------------------------
Warren A. Stephens, individually and on
behalf of Stephens Group, Inc., Jackson
T. Stephens Trust No. One, Grandchild's
Trust Two, Grandchild's Trust Three,
Warren A. Stephens Trust, Warren A.
Stephens IRA (Stephens Inc. Custodian),
Warren Miles Amerine Stephens Trust,
John Calhoun Stephens Trust, Laura
Whitaker Stephens Trust, Coral Partners
and Stephens Investment Partners I LLC
EXHIBIT 1
<PAGE> 37
/s/ WILTON R. STEPHENS, JR.
-----------------------------------
Wilton R. Stephens, Jr., individually
and on behalf of Stephens Group, Inc.,
W. R. Stephens, Jr. Revocable Trust,
Pamela Diane Stephens Rose Trust One, W.
R. Stephens, Jr. Children's Trust and
Stephens Investment Partners I, LLC
/s/ ELIZABETH STEPHENS CAMPBELL
-----------------------------------
Elizabeth Stephens Campbell,
individually and on behalf of Elizabeth
Ann Stephens Campbell Revocable Trust
and Pamela Diane Stephens Rose Trust One
/s/ JON E. M. JACOBY
-----------------------------------
Jon E. M. Jacoby, individually and on
behalf of Stephens Group, Inc.,
Grandchild's Trust One, Grandchild's
Trust Two, Grandchild's Trust Three,
Warren and Harriet Stephens Children's
Trust, J & J Partners, Jacoby
Enterprises, Inc., Coral Two
Corporation, Jon E.M. Jacoby Keogh
(Delaware Charter Guarantee & Trust,
Trustee), Coral Partners, Jackson T.
Stephens Grandchildren's Trust AAAA,
Susan Stephens Campbell 1995 Trust,
Craig D. Campbell, Jr. 1995 Trust,
Elizabeth Chisum Campbell 1995 Trust and
Stephens Investment Partners I, LLC
/s/ VERNON J. GISS
-----------------------------------
Vernon J. Giss, individually and on
behalf of Stephens Group, Inc., Bess C.
Stephens Trust and W. R. Stephens Trust
/s/ WILLIAM WALKER
-----------------------------------
William Walker, individually and on
behalf of Stephens Group, Inc.
EXHIBIT 1
<PAGE> 38
/s/ I. ERNEST BUTLER
-------------------------------------
___ I. Ernest Butler,
individually and on behalf of
Stephens Group, Inc., Susan
Stephens Campbell 1995 Trust,
Craig D. Campbell, Jr. 1995
Trust and Elizabeth Chisum
Campbell 1995 Trust
/s/ CRAIG D. CAMPBELL
-------------------------------------
___ Craig D. Campbell on
behalf of Stephens Group,
Inc.
/s/ DOUGLAS H. MARTIN
-------------------------------------
___ Douglas H. Martin,
individually and on behalf of
Douglas H. Martin IRA
(Stephens Inc. Custodian) and
Stephens Investment Partners
I, LLC
/s/ CURTIS F. BRADBURY, JR.
-------------------------------------
___ Curtis F. Bradbury, Jr.,
individually and on behalf of
Bradbury Enterprises, Inc.
/s/ PAMELA DIANE STEPHENS
-------------------------------------
___ Pamela Diane Stephens
Rose, individually and on
behalf of Pamela Diane
Stephens Rose Trust One
Stephens Inc.
/s/By: WARREN A. STEPHENS
----------------------------------
EXHIBIT 1
<PAGE> 39
MARGIN ACCOUNT AGREEMENT
TO: STEPHENS INC.
111 CENTER STREET MEMBER: SIPC
LITTLE ROCK, ARKANSAS 72201 NYSE
<TABLE>
<S> <C> <C> <C>
Warren A. Stephens Grantors Trust
===========================================================================================================================
Annual Income of Customer Company Use Only
Less than $15,000 _______ Approximate Net Worth $ over 1,000,000
$15,001 - $25,000 _______ Approximate Liquid Net Worth $ over 1,000,000 Account No. 59474940
$25,001 - $50,000 _______ By /s/ [ILLEGIBLE] Date 4-29-96
Over 50,000 X --------------------- -------------
------- Supervisory Principal
</TABLE>
In consideration of Stephens, Inc. ("Stephens") accepting one or more accounts
of the undersigned customer(s) ("Customer") for the purchase, sale or carrying
of securities or options, the Customer agrees to the terms and conditions set
forth below and on the reverse of this agreement. BY SIGNING THIS AGREEMENT THE
CUSTOMER ACKNOWLEDGES THAT THE CUSTOMER'S SECURITIES MAY BE LOANED TO STEPHENS
OR LOANED OUT TO OTHERS. THIS IS A BINDING CONTRACT. READ IT CAREFULLY BEFORE
SIGNING.
The Customer, if an individual, represents that the Customer is of full age,
and the Customer is not an employee of any exchange, or any corporation of
which any exchange owns a majority of the capital stock, or a member of any
exchange or of a member firm or member corporation registered on any exchange,
or of a bank, trust company, insurance company or of any corporation, firm or
individual engaged in the business of dealing, either as broker or as
principal, in securities, bills of exchange, acceptances or other forms of
commercial paper, unless so indicated on the Account Application and THE
WRITTEN CONSENT OF THE CUSTOMER EMPLOYER IS ATTACHED HERETO. The Customer
further represents that no one except the Customer has an interest in the
account or accounts of the Customer with Stephens and the Customer will notify
Stephens in writing of any change.
THE CUSTOMER UNDERSTANDS THAT THIS AGREEMENT CONTAINS, IN PARAGRAPH NUMBER 9
BELOW, A PRE-DISPUTE ARBITRATION CLAUSE REQUIRING ALL DISPUTES UNDER THIS
AGREEMENT TO BE SETTLED BY BINDING ARBITRATION. BY SIGNING BELOW CUSTOMER
ACKNOWLEDGES RECEIVING A COPY OF THIS AGREEMENT.
JON E. M. JACOBY TRUSTEE
WARREN A. STEPHENS GRANTORS TRUST
Date: 4-29-96 X BY: /s/ JON E. M. JACOBY, TRUSTEE
--------------------------------- -----------------------------------
(Customer Signature)
Account Number 59474940 X
------------------------ -----------------------------------
(Customer Signature)
1. "Customer" shall mean both the singular and the plural, if the account
shall be joint.
2. All transactions shall be handled in accordance with and shall be subject
to all then applicable federal and state laws and rules and regulations
promulgated thereunder, the constitution, rules, customs and usages of the
applicable exchange, association, market or clearinghouse, and the customs and
usages of those transacting business on such exchange, market or clearing house.
This agreement shall be deemed modified to the extent necessary to conform with
any changes in such laws, rules, regulations, constitutions, customs and usages
and as modified shall remain in full force and effect.
3. Except as herein otherwise expressly provided, no provision of this
agreement shall in any respect be waived, altered, modified or amended unless
such waiver, alteration, modification or amendment be committed to in writing
and signed by an officer of Stephens.
4. All monies, securities, commodities or other property carried by Stephens
at any time in any account of the Customer (held either individually, jointly
or otherwise) other than a Regulated Commodity Account, or which may at any
time be in Stephens' possession or under its control for any purpose shall be
collateral subject to a general lien and security interest for the discharging
of all obligations of the Customer to Stephens, however and whenever arising.
5. Whenever the Customer is indebted to Stephens or has a short position with
Stephens, any securities, commodities or other property carried by Stephens in
any account of the Customer may from time to time and without notice to the
Customer be pledged, repledged, hypothecated or rehypothecated by Stephens
separately or together with the property of others, either for more or less
than the amount of the indebtedness of the Customer to Stephens without Stephens
retaining in its possession or under its control for delivery a like amount of
similar property.
6. The Customer agrees to pay customary brokerage and commission charges. Debit
balances of the accounts of the Customer shall be charged with interest at a
rate as set by Stephens not to exceed the higher of the maximum rates allowed
by applicable Federal or State laws, which may vary from time to time as more
specifically permitted by the applicable laws. Subject to the foregoing, changes
in such rates may be made as Stephens determines and the Customer specifically
consents to such changes without prior notice thereof.
7. All securities, other property and collateral deposited for the protection
of the Customer's collateral and/or margin account may be held and used by
Stephens until the Customer shall demand and become entitled to delivery
thereof. Stephens shall have a reasonable time after such demand to ship
securities, other property or collateral to the Customer, and shall only be
required to deliver securities, other property or collateral of the same kind
and character as originally deposited.
8. At any time and from time to time, in Stephens' discretion, Stephens may
without notice to the Customer transfer or apply any monies or property of the
Customer between or within any accounts of the Customer (other than Regulated
Commodity Accounts unless separately agreed upon by the Customer).
9. ARBITRATION DISCLOSURES
- ARBITRATION IS FINAL AND BINDING ON THE PARTIES.
- THE PARTIES ARE WAIVING THEIR RIGHT TO SEEK REMEDIES IN COURT, INCLUDING
THE RIGHT TO JURY TRIAL.
- PRE-ARBITRATION DISCOVERY IS GENERALLY MORE LIMITED THAN AND DIFFERENT
FROM COURT PROCEEDINGS.
- THE ARBITRATORS' AWARD IS NOT REQUIRED TO INCLUDE FACTUAL FINDING OR LEGAL
REASONING AND ANY PARTY'S RIGHT TO APPEAL OR TO SEEK MODIFICATION OF
RULINGS BY THE ARBITRATORS IS STRICTLY LIMITED.
- THE PANEL OF ARBITRATORS WILL TYPICALLY INCLUDE A MINORITY OF ARBITRATORS
WHO WERE OR ARE AFFILIATED WITH THE SECURITIES INDUSTRY.
- NO PERSON SHALL BRING A PUTATIVE OR CERTIFIED CLASS ACTION TO ARBITRATION,
NOR SEEK TO ENFORCE ANY PRE-DISPUTE ARBITRATION AGREEMENT AGAINST ANY
PERSON WHO HAS INITIATED IN COURT A PUTATIVE CLASS ACTION; OR WHO IS A
MEMBER OF A PUTATIVE CLASS WHO HAS NOT OPTED OUT OF THE CLASS WITH RESPECT
TO ANY CLAIMS ENCOMPASSED BY THE PUTATIIVE CLASS ACTION UNTIL: (i) THE
CLASS CERTIFICATION IS DENIED; OR (ii) THE CLASS IS DECERTIFIED; OR (iii)
THE CUSTOMER IS EXCLUDED FROM THE CLASS BY THE COURT. SUCH FORBEARANCE TO
ENFORCE AN AGREEMENT TO ARBITRATE SHALL NOT CONSTITUTE A WAIVER OF ANY
RIGHTS UNDER THIS AGREEMENT EXCEPT TO THE EXTENT STATED HEREIN.
<TABLE>
<S> <C> <C> <C> <C>
BANK AND BUSINESS FORMS - LITTLE ROCK. AR 72221 14888-AN B-6 STEPHENS' (WHITE) - CUSTOMER'S (GOLD) GEM 3006 REV 7-94
</TABLE>
<PAGE> 40
ARBITRATION: THE CUSTOMER AGREES, AND BY CARRYING AN ACCOUNT FOR THE CUSTOMER
STEPHENS AGREES THAT ALL CONTROVERSIES WHICH MAY ARISE BETWEEN THE PARTIES
CONCERNING ANY TRANSACTION OR THE CONSTRUCTION, PERFORMANCE, OR BREACH OF THIS
OR ANY OTHER AGREEMENT BETWEEN THE PARTIES PERTAINING TO SECURITIES AND OTHER
PROPERTY, WHETHER ENTERED INTO PRIOR, ON OR SUBSEQUENT TO THE DATE HEREOF,
SHALL BE DETERMINED BY ARBITRATION. ANY ARBITRATION UNDER THIS AGREEMENT SHALL
BE CONDUCTED PURSUANT TO THE FEDERAL ARBITRATION ACT AND THE LAWS OF THE STATE
DESIGNATED IN PARAGRAPH 19, BEFORE THE NEW YORK STOCK EXCHANGE, INC. OR AN
ARBITRATION FACILITY PROVIDED BY ANY OTHER EXCHANGE OF WHICH STEPHENS IS A
MEMBER, OR THE NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC. OR THE
MUNICIPAL SECURITIES RULEMAKING BOARD AND IN ACCORDANCE WITH THE RULES
OBTAINING OF THE SELECTED ORGANIZATION. THE CUSTOMER MAY ELECT IN THE FIRST
INSTANCE WHETHER ARBITRATION SHALL BE BY AN EXCHANGE OR SELF-REGULATORY
ORGANIZATION OF WHICH STEPHENS IS A MEMBER, BUT IF THE CUSTOMER FAILS TO MAKE
SUCH ELECTION, BY REGISTERED LETTER OR TELEGRAM ADDRESSED TO STEPHENS AT
STEPHENS' MAIN OFFICE, BEFORE THE EXPIRATION OF TEN DAYS AFTER RECEIPT OF A
WRITTEN REQUEST FROM STEPHENS TO MAKE SUCH ELECTION, THEN STEPHENS MAY MAKE
SUCH ELECTION, THE AWARD OF THE ARBITRATORS, OR OF THE MAJORITY OF THEM, SHALL
BE FINAL, AND JUDGEMENT UPON THE AWARD RENDERED MAY BE ENTERED IN ANY COURT,
STATE OR FEDERAL, HAVING JURISDICTION.
10. Stephens will not be responsible for delays in the transmission
of orders due to breakdown or failure of transmission or communication
facilities, or to any other cause or causes beyond Stephens' reasonable control
or anticipation.
All orders given by the Customer for the purchase or sale of securities
or other property, which may be listed on more than one exchange or market, may
be executed on any exchange or market selected by Stephens.
11. Upon the occurrence or determination of any of the following
events, which are designated (a) through (f) herein, (a) IN THE EVENT THAT AT
ANY TIME SHOULD STEPHENS FOR ANY REASON WHATSOEVER AND AT STEPHENS' SOLE AND
ABSOLUTE DISCRETION DEEM IT ADVISABLE TO CLOSE OUT, TERMINATE, REVOKE OR CANCEL
THIS ACCOUNT, or (b) in the event that one or more of the Customer be
judicially declared incompetent, or (c) in the event of death of one or more of
the Customer, (d) in the event that petition in bankruptcy or for the
appointment of a receiver is filed by or against one or more of the Customer,
or (e) in the event that an attachment is levied against the Customer's
account, or (f) in the event that the collateral deposited to protect the
Customer's account be determined by Stephens in Stephens' absolute and
uncontrolled discretion, and regardless of market quotations, to be inadequate
to properly secure this account, Stephens, in any of the foregoing events, is
authorized to close out, terminate, revoke or cancel this account in whole or
in part and in connection therewith Stephens may sell any or all of the
securities and commodities or any property which may be in Stephens'
possession, or which Stephens may be carrying for Customer, or Stephens may buy
in any securities, commodities or other property of which the account or
accounts of the Customer may be short, or cancel any outstanding orders in
order to close out the account or accounts of the Customer in whole or in part
or in order to close out any commitment made in behalf of the Customer. Such
sale, purchase or cancellation may be made according to Stephens' judgement and
may be made, at discretion, on the exchange or other market where such business
is then usually transacted or at public auction of a private sale, without
advertising the same and without prior tender, demand or call of any kind upon
the Customer or upon the personal representatives of the Customer and Stephens
may purchase the whole or any part thereof free from any right of redemption,
and the Customer shall remain liable for any deficiency; it being understood
that a prior tender, demand or call of any kind from Stephens, or prior notice
from Stephens of the time and place of such sale or purchase shall not be
considered a waiver of Stephens' right to sell or buy any securities and/or
commodities and/or other property held by Stephens, or owed Stephens by the
Customer, at any time as hereinbefore provided.
12. The Customer will at all times maintain margins for said
accounts, as required by Stephens from time to time.
13. The Customer undertakes, at any time upon Stephens' demand, to
discharge obligations of the Customer to Stephens, or, in the event of a
closing of any account of the Customer in whole or in part, to pay Stephens the
deficiency, if any.
14. In case of the sale of any security, commodity, or other
property by Stephens at the direction of the Customer and Stephens' inability
to deliver the same to the purchaser by reason of failure of the Customer to
supply Stephens therewith, then and in such event, the Customer authorizes
Stephens in Stephens' discretion, to borrow or to buy in any security,
commodity, or other property necessary to make delivery thereof, and the
Customer hereby agrees to be responsible for any loss which Stephens may
sustain thereby and any premiums which Stephens may be required to pay thereon,
and for any loss which Stephens may sustain by reason of Stephens' inability to
borrow or as a result of Stephens buy in of such security, commodity, or other
property sold.
15. When placing with Stephens any sell order for short account,
the Customer will designate it as such and hereby authorizes Stephens to make
such order as being "short", and when placing with Stephens any order for long
account, will designate it as such and hereby authorizes Stephens to mark such
orders as "long". Any sell order which the Customer shall designate as long
account as above provided, is for securities then owned by the Customer and if
such securities are not then deliverable by Stephens from any account of the
Customer, the placing of such order shall constitute a representation by the
Customer that he will deliver them forthwith.
16. In all transactions between Stephens and the Customer, the
Customer understands that Stephens is acting as the broker of Customer, except
when Stephens discloses to the Customer by Stephens' formal confirmation or
otherwise in writing that Stephens is acting, with respect to a particular
transaction as dealer for Stephens' own account or as broker for some other
person.
17. Reports of execution of orders and statement of accounts of the
Customer shall be conclusive if not objected to in writing at once.
18. Communications may be sent to the Customer at the address
indicated on the Account Application or at such other address as the Customer
may hereafter give Stephens in writing, and all communications so sent, whether
by mail, telegraph, messenger or otherwise, shall be deemed given the Customer
personally, whether actually received or not.
19. The provisions of this agreement shall in all respects be
construed according to the rights and liabilities of the parties hereto shall
in all respects be governed by the laws of the State of Arkansas and applicable
Federal Laws.
20. The provisions of this agreement shall be continuous and shall
cover individually and collectively all accounts which the Customer may open or
reopen with Stephens, and shall inure to the benefit of Stephens, its successors
and assigns and shall be binding upon the Customer, and/or the estate,
executors, administrators and assigns of the Customer.
21. This agreement shall continue until signed notice of
termination, revocation or cancellation of the account is received by or from
the Customer, and the agreement shall continue effective as to any transactions
entered into prior to receipt of notice of such termination, revocation or
cancellation, provided however, that until the Customer has completely
discharged any and all obligation owing to Stephens, Stephens will maintain
this account in compliance with all rules and regulations including applicable
margin requirements.
<PAGE> 41
MARGIN ACCOUNT AGREEMENT
TO: STEPHENS INC.
111 CENTER STREET MEMBER: SIPC
LITTLE ROCK, ARKANSAS 72201 NYSE
<TABLE>
<S> <C> <C> <C>
Pamela D. Stephens Rose
===============================================================================================================================
Annual Income of Customer Company Use Only
Less than $15,000 Approximate Net Worth $ OVER + 500,000.00
------- Approximate Liquid Net Worth $ OVER + 200,000.00 Account No. 53070672
$15,001 - $25,000
-------
$25,001 - $50,000
------- By /s/ [ILLEGIBLE] Date 6/20/95
Over 50,000 X --------------------- -------------
------- Supervisory Principal
</TABLE>
In consideration of Stephens, Inc. ("Stephens") accepting one or more accounts
of the undersigned customer(s) ("Customer") for the purchase, sale or carrying
of securities or options, the Customer agrees to the terms and conditions set
forth below and on the reverse of this agreement. BY SIGNING THIS AGREEMENT THE
CUSTOMER ACKNOWLEDGES THAT THE CUSTOMER'S SECURITIES MAY BE LOANED TO STEPHENS
OR LOANED OUT TO OTHERS. THIS IS A BINDING CONTRACT. READ IT CAREFULLY BEFORE
SIGNING.
The Customer, if an individual, represents that the Customer is of full age,
and the Customer is not an employee of any exchange, or any corporation of
which any exchange owns a majority of the capital stock, or a member of any
exchange or of a member firm or member corporation registered on any exchange,
or of a bank, trust company, insurance company or of any corporation, firm or
individual engaged in the business of dealing, either as broker or as
principal, in securities, bills of exchange, acceptances or other forms of
commercial paper, unless so indicated on the Account Application and THE
WRITTEN CONSENT OF THE CUSTOMER EMPLOYER IS ATTACHED HERETO. The Customer
further represents that no one except the Customer has an interest in the
account or accounts of the Customer with Stephens and the Customer will notify
Stephens in writing of any change.
THE CUSTOMER UNDERSTANDS THAT THIS AGREEMENT CONTAINS, IN PARAGRAPH NUMBER 9
BELOW, A PRE-DISPUTE ARBITRATION CLAUSE REQUIRING ALL DISPUTES UNDER THIS
AGREEMENT TO BE SETTLED BY BINDING ARBITRATION. BY SIGNING BELOW CUSTOMER
ACKNOWLEDGES RECEIVING A COPY OF THIS AGREEMENT.
Date: 6-20-95 X /s/ PAMELA DIANE STEPHENS ROSE
--------------------------------- -----------------------------------
(Customer Signature)
Account Number 53070672 X
------------------------ -----------------------------------
(Customer Signature)
1. "Customer" shall mean both the singular and the plural, if the account
shall be joint.
2. All transactions shall be handled in accordance with and shall be subject
to all then applicable federal and state laws and rules and regulations
promulgated thereunder, the constitution, rules, customs and usages of the
applicable exchange, association, market or clearinghouse, and the customs and
usages of those transacting business on such exchange, market or clearing house.
This agreement shall be deemed modified to the extent necessary to conform with
any changes in such laws, rules, regulations, constitutions, customs and usages
and as modified shall remain in full force and effect.
3. Except as herein otherwise expressly provided, no provision of this
agreement shall in any respect be waived, altered, modified or amended unless
such waiver, alteration, modification or amendment be committed to in writing
and signed by an officer of Stephens.
4. All monies, securities, commodities or other property carried by Stephens
at any time in any account of the Customer (held either individually, jointly
or otherwise) other than a Regulated Commodity Account, or which may at any
time be in Stephens' possession or under its control for any purpose shall be
collateral subject to a general lien and security interest for the discharging
of all obligations of the Customer to Stephens, however and whenever arising.
5. Whenever the Customer is indebted to Stephens or has a short position with
Stephens, any securities, commodities or other property carried by Stephens in
any account of the Customer may from time to time and without notice to the
Customer be pledged, repledged, hypothecated or rehypothecated by Stephens
separately or together with the property of others, either for more or less
than the amount of the indebtedness of the Customer to Stephens without Stephens
retaining in its possession or under its control for delivery a like amount of
similar property.
6. The Customer agrees to pay customary brokerage and commission charges. Debit
balances of the accounts of the Customer shall be charged with interest at a
rate as set by Stephens not to exceed the higher of the maximum rates allowed
by applicable Federal or State laws, which may vary from time to time as more
specifically permitted by the applicable laws. Subject to the foregoing, changes
in such rates may be made as Stephens determines and the Customer specifically
consents to such changes without prior notice thereof.
7. All securities, other property and collateral deposited for the protection
of the Customer's collateral and/or margin account may be held and used by
Stephens until the Customer shall demand and become entitled to delivery
thereof. Stephens shall have a reasonable time after such demand to ship
securities, other property or collateral to the Customer, and shall only be
required to deliver securities, other property or collateral of the same kind
and character as originally deposited.
8. At any time and from time to time, in Stephens' discretion, Stephens may
without notice to the Customer transfer or apply any monies or property of the
Customer between or within any accounts of the Customer (other than Regulated
Commodity Accounts unless separately agreed upon by the Customer).
9. ARBITRATION DISCLOSURES
- ARBITRATION IS FINAL AND BINDING ON THE PARTIES.
- THE PARTIES ARE WAIVING THEIR RIGHT TO SEEK REMEDIES IN COURT, INCLUDING
THE RIGHT TO JURY TRIAL.
- PRE-ARBITRATION DISCOVERY IS GENERALLY MORE LIMITED THAN AND DIFFERENT
FROM COURT PROCEEDINGS.
- THE ARBITRATORS' AWARD IS NOT REQUIRED TO INCLUDE FACTUAL FINDING OR LEGAL
REASONING AND ANY PARTY'S RIGHT TO APPEAL OR TO SEEK MODIFICATION OF
RULINGS BY THE ARBITRATORS IS STRICTLY LIMITED.
- THE PANEL OF ARBITRATORS WILL TYPICALLY INCLUDE A MINORITY OF ARBITRATORS
WHO WERE OR ARE AFFILIATED WITH THE SECURITIES INDUSTRY.
- NO PERSON SHALL BRING A PUTATIVE OR CERTIFIED CLASS ACTION TO ARBITRATION,
NOR SEEK TO ENFORCE ANY PRE-DISPUTE ARBITRATION AGREEMENT AGAINST ANY
PERSON WHO HAS INITIATED IN COURT A PUTATIVE CLASS ACTION; OR WHO IS A
MEMBER OF A PUTATIVE CLASS WHO HAS NOT OPTED OUT OF THE CLASS WITH RESPECT
TO ANY CLAIMS ENCOMPASSED BY THE PUTATIIVE CLASS ACTION UNTIL: (i) THE
CLASS CERTIFICATION IS DENIED; OR (ii) THE CLASS IS DECERTIFIED; OR (iii)
THE CUSTOMER IS EXCLUDED FROM THE CLASS BY THE COURT. SUCH FORBEARANCE TO
ENFORCE AN AGREEMENT TO ARBITRATE SHALL NOT CONSTITUTE A WAIVER OF ANY
RIGHTS UNDER THIS AGREEMENT EXCEPT TO THE EXTENT STATED HEREIN.
<TABLE>
<S> <C> <C> <C> <C>
BANK AND BUSINESS FORMS - LITTLE ROCK. AR 72221 14888-AN B-6 STEPHENS' (WHITE) - CUSTOMER'S (GOLD) GEM 3006 REV 7-94
</TABLE>
<PAGE> 42
ARBITRATION: THE CUSTOMER AGREES, AND BY CARRYING AN ACCOUNT FOR THE CUSTOMER
STEPHENS AGREES THAT ALL CONTROVERSIES WHICH MAY ARISE BETWEEN THE PARTIES
CONCERNING ANY TRANSACTION OR THE CONSTRUCTION, PERFORMANCE, OR BREACH OF THIS
OR ANY OTHER AGREEMENT BETWEEN THE PARTIES PERTAINING TO SECURITIES AND OTHER
PROPERTY, WHETHER ENTERED INTO PRIOR, ON OR SUBSEQUENT TO THE DATE HEREOF,
SHALL BE DETERMINED BY ARBITRATION. ANY ARBITRATION UNDER THIS AGREEMENT SHALL
BE CONDUCTED PURSUANT TO THE FEDERAL ARBITRATION ACT AND THE LAWS OF THE STATE
DESIGNATED IN PARAGRAPH 19, BEFORE THE NEW YORK STOCK EXCHANGE, INC. OR AN
ARBITRATION FACILITY PROVIDED BY ANY OTHER EXCHANGE OF WHICH STEPHENS IS A
MEMBER, OR THE NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC. OR THE
MUNICIPAL SECURITIES RULEMAKING BOARD AND IN ACCORDANCE WITH THE RULES
OBTAINING OF THE SELECTED ORGANIZATION. THE CUSTOMER MAY ELECT IN THE FIRST
INSTANCE WHETHER ARBITRATION SHALL BE BY AN EXCHANGE OR SELF-REGULATORY
ORGANIZATION OF WHICH STEPHENS IS A MEMBER, BUT IF THE CUSTOMER FAILS TO MAKE
SUCH ELECTION, BY REGISTERED LETTER OR TELEGRAM ADDRESSED TO STEPHENS AT
STEPHENS' MAIN OFFICE, BEFORE THE EXPIRATION OF TEN DAYS AFTER RECEIPT OF A
WRITTEN REQUEST FROM STEPHENS TO MAKE SUCH ELECTION, THEN STEPHENS MAY MAKE
SUCH ELECTION THE AWARD OF THE ARBITRATORS, OR OF THE MAJORITY OF THEM, SHALL
BE FINAL, AND JUDGEMENT UPON THE AWARD RENDERED MAY BE ENTERED IN ANY COURT,
STATE OR FEDERAL, HAVING JURISDICTION.
10. Stephens will not be responsible for delays in the transmission
of orders due to breakdown or failure of transmission or communication
facilities, or to any other cause or causes beyond Stephens' reasonable control
or anticipation.
All orders given by the Customer for the purchase or sale of securities
or other property, which may be listed on more than one exchange or market, may
be executed on any exchange or market selected by Stephens.
11. Upon the occurrence or determination of any of the following
events, which are designated (a) through (f) herein, (a) IN THE EVENT THAT AT
ANY TIME SHOULD STEPHENS FOR ANY REASON WHATSOEVER AND AT STEPHENS' SOLE AND
ABSOLUTE DISCRETION DEEM IT ADVISABLE TO CLOSE OUT, TERMINATE, REVOKE OR CANCEL
THIS ACCOUNT, or (b) in the event that one or more of the Customer be
judicially declared incompetent, or (c) in the event of death of one or more of
the Customer, (d) in the event that petition in bankruptcy or for the
appointment of a receiver is filed by or against one or more of the Customer,
or (e) in the event that an attachment is levied against the Customer's
account, or (f) in the event that the collateral deposited to protect the
Customer's account be determined by Stephens in Stephens' absolute and
uncontrolled discretion, and regardless of market quotations, to be inadequate
to properly secure this account, Stephens, in any of the foregoing events, is
authorized to close out, terminate, revoke or cancel this account in whole or
in part and in connection therewith Stephens may sell any or all of the
securities and commodities or any property which may be in Stephens'
possession, or which Stephens may be carrying for Customer, or Stephens may buy
in any securities, commodities or other property of which the account or
accounts of the Customer may be short, or cancel any outstanding orders in
order to close out the account or accounts of the Customer in whole or in part
or in order to close out any commitment made in behalf of the Customer. Such
sale, purchase or cancellation may be made according to Stephens' judgement and
may be made, at discretion, on the exchange or other market where such business
is then usually transacted or at public auction of a private sale, without
advertising the same and without prior tender, demand or call of any kind upon
the Customer or upon the personal representatives of the Customer and Stephens
may purchase the whole or any part thereof free from any right of redemption,
and the Customer shall remain liable for any deficiency; it being understood
that a prior tender, demand or call of any kind from Stephens, or prior notice
from Stephens of the time and place of such sale or purchase shall not be
considered a waiver of Stephens' right to sell or buy any securities and/or
commodities and/or other property held by Stephens, or owed Stephens by the
Customer, at any time as hereinbefore provided.
12. The Customer will at all times maintain margins for said
accounts, as required by Stephens from time to time.
13. The Customer undertakes, at any time upon Stephens' demand, to
discharge obligations of the Customer to Stephens, or, in the event of a
closing of any account of the Customer in whole or in part, to pay Stephens the
deficiency, if any.
14. In case of the sale of any security, commodity, or other
property by Stephens at the direction of the Customer and Stephens' inability
to deliver the same to the purchaser by reason of failure of the Customer to
supply Stephens therewith, then and in such event, the Customer authorizes
Stephens in Stephens' discretion, to borrow or to buy in any security,
commodity, or other property necessary to make delivery thereof, and the
Customer hereby agrees to be responsible for any loss which Stephens may
sustain thereby and any premiums which Stephens may be required to pay thereon,
and for any loss which Stephens may sustain by reason of Stephens' inability to
borrow or as a result of Stephens buy in of such security, commodity, or other
property sold.
15. When placing with Stephens any sell order for short account,
the Customer will designate it as such and hereby authorizes Stephens to make
such order as being "short", and when placing with Stephens any order for long
account, will designate it as such and hereby authorizes Stephens to mark such
orders as "long". Any sell order which the Customer shall designate as long
account as above provided, is for securities then owned by the Customer and if
such securities are not then deliverable by Stephens from any account of the
Customer, the placing of such order shall constitute a representation by the
Customer that he will deliver them forthwith.
16. In all transactions between Stephens and the Customer, the
Customer understands that Stephens is acting as the broker of Customer, except
when Stephens discloses to the Customer by Stephens' formal confirmation or
otherwise in writing that Stephens is acting, with respect to a particular
transaction as dealer for Stephens' own account or as broker for some other
person.
17. Reports of execution of orders and statement of accounts of the
Customer shall be conclusive if not objected to in writing at once.
18. Communications may be sent to the Customer at the address
indicated on the Account Application or at such other address as the Customer
may hereafter give Stephens in writing, and all communications so sent, whether
by mail, telegraph, messenger or otherwise, shall be deemed given the Customer
personally, whether actually received or not.
19. The provisions of this agreement shall in all respects be
construed according to the rights and liabilities of the parties hereto shall
in all respects be governed by the laws of the State of Arkansas and applicable
Federal Laws.
20. The provisions of this agreement shall be continuous and shall
cover individually and collectively all accounts which the Customer may open or
reopen with Stephens, and shall inure to the benefit of Stephens, its successors
and assigns and shall be binding upon the Customer, and/or the estate,
executors, administrators and assigns of the Customer.
21. This agreement shall continue until signed notice of
termination, revocation or cancellation of the account is received by or from
the Customer, and the agreement shall continue effective as to any transactions
entered into prior to receipt of notice of such termination, revocation or
cancellation, provided however, that until the Customer has completely
discharged any and all obligation owing to Stephens, Stephens will maintain
this account in compliance with all rules and regulations including applicable
margin requirements.
<PAGE> 43
RR 6862 ML
MARGIN ACCOUNT AGREEMENT
TO: STEPHENS INC.
111 CENTER STREET MEMBER: SIPC
LITTLE ROCK, ARKANSAS 72201 NYSE
<TABLE>
<S> <C> <C> <C>
Curtis F. Bradbury, Jr.
===========================================================================================================================
Annual Income of Customer Company Use Only
Less than $15,000 _______ Approximate Net Worth $ 3 myr
$15,001 - $25,000 _______ Approximate Liquid Net Worth $ [ILLEGIBLE] Account No. 78185394
$25,001 - $50,000 _______ By /s/ [ILLEGIBLE] 3/4/92 Date
Over 50,000 X --------------------- -------------
------- Supervisory Principal
</TABLE>
In consideration of Stephens, Inc. ("Stephens") accepting one or more accounts
of the undersigned customer(s) ("Customer") for the purchase, sale or carrying
of securities or options, the Customer agrees to the terms and conditions set
forth below and on the reverse of this agreement. BY SIGNING THIS AGREEMENT THE
CUSTOMER ACKNOWLEDGES THAT THE CUSTOMER'S SECURITIES MAY BE LOANED TO STEPHENS
OR LOANED OUT TO OTHERS. THIS IS A BINDING CONTRACT. READ IT CAREFULLY BEFORE
SIGNING.
The Customer, if an individual, represents that the Customer is of full age,
and the Customer is not an employee of any exchange, or any corporation of
which any exchange owns a majority of the capital stock, or a member of any
exchange or of a member firm or member corporation registered on any exchange,
or of a bank, trust company, insurance company or of any corporation, firm or
individual engaged in the business of dealing, either as broker or as
principal, in securities, bills of exchange, acceptances or other forms of
commercial paper, unless so indicated on the Account Application and THE
WRITTEN CONSENT OF THE CUSTOMER EMPLOYER IS ATTACHED HERETO. The Customer
further represents that no one except the Customer has an interest in the
account or accounts of the Customer with Stephens and the Customer will notify
Stephens in writing of any change.
THE CUSTOMER UNDERSTANDS THAT THIS AGREEMENT CONTAINS, IN PARAGRAPH NUMBER 9
BELOW, A PRE-DISPUTE ARBITRATION CLAUSE REQUIRING ALL DISPUTES UNDER THIS
AGREEMENT TO BE SETTLED BY BINDING ARBITRATION. BY SIGNING BELOW CUSTOMER
ACKNOWLEDGES RECEIVING A COPY OF THIS AGREEMENT.
Date: 2-24-92 X CURT BRADBURY
--------------------------------- -----------------------------------
(Customer Signature)
Account Number X
------------------------ -----------------------------------
(Customer Signature)
1. "Customer" shall mean both the singular and the plural, if the account
shall be joint.
2. All transactions shall be handled in accordance with and shall be subject
to all then applicable federal and state laws and rules and regulations
promulgated thereunder, the constitution, rules, customs and usages of the
applicable exchange, association, market or clearinghouse, and the customs and
usages of those transacting business on such exchange, market or clearing house.
This agreement shall be deemed modified to the extent necessary to conform with
any changes in such laws, rules, regulations, constitutions, customs and usages
and as modified shall remain in full force and effect.
3. Except as herein otherwise expressly provided, no provision of this
agreement shall in any respect be waived, altered, modified or amended unless
such waiver, alteration, modification or amendment be committed to in writing
and signed by an officer of Stephens.
4. All monies, securities, commodities or other property carried by Stephens
at any time in any account of the Customer (held either individually, jointly
or otherwise) other than a Regulated Commodity Account, or which may at any
time be in Stephens' possession or under its control for any purpose shall be
collateral subject to a general lien and security interest for the discharging
of all obligations of the Customer to Stephens, however and whenever arising.
5. Whenever the Customer is indebted to Stephens or has a short position with
Stephens, any securities, commodities or other property carried by Stephens in
any account of the Customer may from time to time and without notice to the
Customer be pledged, repledged, hypothecated or rehypothecated by Stephens
separately or together with the property of others, either for more or less
than the amount of the indebtedness of the Customer to Stephens without Stephens
retaining in its possession or under its control for delivery a like amount of
similar property.
6. The Customer agrees to pay customary brokerage and commission charges. Debit
balances of the accounts of the Customer shall be charged with interest at a
rate as set by Stephens not to exceed the higher of the maximum rates allowed
by applicable Federal or State laws, which may vary from time to time as more
specifically permitted by the applicable laws. Subject to the foregoing, changes
in such rates may be made as Stephens determines and the Customer specifically
consents to such changes without prior notice thereof.
7. All securities, other property and collateral deposited for the protection
of the Customer's collateral and/or margin account may be held and used by
Stephens until the Customer shall demand and become entitled to delivery
thereof. Stephens shall have a reasonable time after such demand to ship
securities, other property or collateral to the Customer, and shall only be
required to deliver securities, other property or collateral of the same kind
and character as originally deposited.
8. At any time and from time to time, in Stephens' discretion, Stephens may
without notice to the Customer transfer or apply any monies or property of the
Customer between or within any accounts of the Customer (other than Regulated
Commodity Accounts unless separately agreed upon by the Customer).
9. ARBITRATION - ARBITRATION IS FINAL AND BINDING ON THE PARTIES.
THE PARTIES ARE WAIVING THEIR RIGHTS TO SEEK REMEDIES IN COURT, INCLUDING THE
RIGHT TO JURY TRIAL. PRE-ARBITRATION DISCOVERY IS GENERALLY MORE LIMITED THAN
AND DIFFERENT FROM COURT PROCEEDINGS.
THE ARBITRATORS' AWARD IS NOT REQUIRED TO INCLUDE FACTUAL FINDINGS OR LEGAL
REASONING AND ANY PARTY'S RIGHT TO APPEAL OR TO SEEK MODIFICATION OF THE RULING
BY THE ARBITRATORS IS STRICTLY LIMITED.
THE PANEL OF ARBITRATORS WILL TYPICALLY INCLUDE A MINORITY OF ARBITRATORS WHO
WERE OR ARE AFFILIATED WITH THE SECURITIES INDUSTRY.
<PAGE> 44
ARBITRATION: THE CUSTOMER AGREES, AND BY CARRYING AN ACCOUNT FOR THE CUSTOMER
STEPHENS AGREES THAT ALL CONTROVERSIES WHICH MAY ARISE BETWEEN THE PARTIES
CONCERNING ANY TRANSACTION OR THE CONSTRUCTION, PERFORMANCE, OR BREACH OF THIS
OR ANY OTHER AGREEMENT BETWEEN THE PARTIES PERTAINING TO SECURITIES AND OTHER
PROPERTY, WHETHER ENTERED INTO PRIOR, ON OR SUBSEQUENT TO THE DATE HEREOF,
SHALL BE DETERMINED BY ARBITRATION. ANY ARBITRATION UNDER THIS AGREEMENT SHALL
BE CONDUCTED PURSUANT TO THE FEDERAL ARBITRATION ACT AND THE LAWS OF THE STATE
DESIGNATED IN PARAGRAPH 19, BEFORE THE NEW YORK STOCK EXCHANGE, INC. OR AN
ARBITRATION FACILITY PROVIDED BY ANY OTHER EXCHANGE OF WHICH STEPHENS IS A
MEMBER, OR THE NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC. OR THE
MUNICIPAL SECURITIES RULEMAKING BOARD AND IN ACCORDANCE WITH THE RULES
OBTAINING OF THE SELECTED ORGANIZATION. THE CUSTOMER MAY ELECT IN THE FIRST
INSTANCE WHETHER ARBITRATION SHALL BE BY AN EXCHANGE OR SELF-REGULATORY
ORGANIZATION OF WHICH STEPHENS IS A MEMBER, BUT IF THE CUSTOMER FAILS TO MAKE
SUCH ELECTION, BY REGISTERED LETTER OR TELEGRAM ADDRESSED TO STEPHENS AT
STEPHENS' MAIN OFFICE, BEFORE THE EXPIRATION OF TEN DAYS AFTER RECEIPT OF A
WRITTEN REQUEST FROM STEPHENS TO MAKE SUCH ELECTION, THEN STEPHENS MAY MAKE
SUCH ELECTION THE AWARD OF THE ARBITRATORS, OR OF THE MAJORITY OF THEM, SHALL
BE FINAL, AND JUDGEMENT UPON THE AWARD RENDERED MAY BE ENTERED IN ANY COURT,
STATE OR FEDERAL, HAVING JURISDICTION.
10. Stephens will not be responsible for delays in the transmission
of orders due to breakdown or failure of transmission or communication
facilities, or to any other cause or causes beyond Stephens' reasonable control
or anticipation.
All orders given by the Customer for the purchase or sale of securities
or other property, which may be listed on more than one exchange or market, may
be executed on any exchange or market selected by Stephens.
11. Upon the occurrence or determination of any of the following
events, which are designated (a) through (f) herein, (a) IN THE EVENT THAT AT
ANY TIME SHOULD STEPHENS FOR ANY REASON WHATSOEVER AND AT STEPHENS' SOLE AND
ABSOLUTE DISCRETION DEEM IT ADVISABLE TO CLOSE OUT, TERMINATE, REVOKE OR CANCEL
THIS ACCOUNT, or (b) in the event that one or more of the Customer be
judicially declared incompetent, or (c) in the event of death of one or more of
the Customer, (d) in the event that petition in bankruptcy or for the
appointment of a receiver is filed by or against one or more of the Customer,
or (e) in the event that an attachment is levied against the Customer's
account, or (f) in the event that the collateral deposited to protect the
Customer's account be determined by Stephens in Stephens' absolute and
uncontrolled discretion, and regardless of market quotations, to be inadequate
to properly secure this account, Stephens, in any of the foregoing events, is
authorized to close out, terminate, revoke or cancel this account in whole or
in part and in connection therewith Stephens may sell any or all of the
securities and commodities or any property which may be in Stephens'
possession, or which Stephens may be carrying for Customer, or Stephens may buy
in any securities, commodities or other property of which the account or
accounts of the Customer may be short, or cancel any outstanding orders in
order to close out the account or accounts of the Customer in whole or in part
or in order to close out any commitment made in behalf of the Customer. Such
sale, purchase or cancellation may be made according to Stephens' judgement and
may be made, at discretion, on the exchange or other market where such business
is then usually transacted or at public auction of a private sale, without
advertising the same and without prior tender, demand or call of any kind upon
the Customer or upon the personal representatives of the Customer and Stephens
may purchase the whole or any part thereof free from any right of redemption,
and the Customer shall remain liable for any deficiency; it being understood
that a prior tender, demand or call of any kind from Stephens, or prior notice
from Stephens of the time and place of such sale or purchase shall not be
considered a waiver of Stephens' right to sell or buy any securities and/or
commodities and/or other property held by Stephens, or owed Stephens by the
Customer, at any time as hereinbefore provided.
12. The Customer will at all times maintain margins for said
accounts, as required by Stephens from time to time.
13. The Customer undertakes, at any time upon Stephens' demand, to
discharge obligations of the Customer to Stephens, or, in the event of a
closing of any account of the Customer in whole or in part, to pay Stephens the
deficiency, if any.
14. In case of the sale of any security, commodity, or other
property by Stephens at the direction of the Customer and Stephens' inability
to deliver the same to the purchaser by reason of failure of the Customer to
supply Stephens therewith, then and in such event, the Customer authorizes
Stephens in Stephens' discretion, to borrow or to buy in any security,
commodity, or other property necessary to make delivery thereof, and the
Customer hereby agrees to be responsible for any loss which Stephens may
sustain thereby and any premiums which Stephens may be required to pay thereon,
and for any loss which Stephens may sustain by reason of Stephens' inability to
borrow or as a result of Stephens buy in of such security, commodity, or other
property sold.
15. When placing with Stephens any sell order for short account,
the Customer will designate it as such and hereby authorizes Stephens to make
such order as being "short", and when placing with Stephens any order for long
account, will designate it as such and hereby authorizes Stephens to mark such
orders as "long". Any sell order which the Customer shall designate as long
account as above provided, is for securities then owned by the Customer and if
such securities are not then deliverable by Stephens from any account of the
Customer, the placing of such order shall constitute a representation by the
Customer that he will deliver them forthwith.
16. In all transactions between Stephens and the Customer, the
Customer understands that Stephens is acting as the broker of Customer, except
when Stephens discloses to the Customer by Stephens' formal confirmation or
otherwise in writing that Stephens is acting, with respect to a particular
transaction as dealer for Stephens' own account or as broker for some other
person.
17. Reports of execution of orders and statement of accounts of the
Customer shall be conclusive if not objected to in writing at once.
18. Communications may be sent to the Customer at the address
indicated on the Account Application or at such other address as the Customer
may hereafter give Stephens in writing, and all communications so sent, whether
by mail, telegraph, messenger or otherwise, shall be deemed given the Customer
personally, whether actually received or not.
19. The provisions of this agreement shall in all respects be
construed according to the rights and liabilities of the parties hereto shall
in all respects be governed by the laws of the State of Arkansas and applicable
Federal Laws.
20. The provisions of this agreement shall be continuous and shall
cover individually and collectively all accounts which the Customer may open or
reopen with Stephens, and shall inure to the benefit of Stephens, its successors
and assigns and shall be binding upon the Customer, and/or the estate,
executors, administrators and assigns of the Customer.
21. This agreement shall continue until signed notice of
termination, revocation or cancellation of the account is received by or from
the Customer, and the agreement shall continue effective as to any transactions
entered into prior to receipt of notice of such termination, revocation or
cancellation, provided however, that until the Customer has completely
discharged any and all obligation owing to Stephens, Stephens will maintain
this account in compliance with all rules and regulations including applicable
margin requirements.
<PAGE> 45
[THE FIRST BANK LOGO] CONSUMER
FIRST COMMERCIAL BANK, N.A. REVOLVING
Post Office Box 1471 LINE OF CREDIT
Little Rock, AR 72203-1471 AGREEMENT
"LENDER"
<TABLE>
<CAPTION>
-------------------------------------------
BORROWER
<S> <C> <C>
DOUGLAS H. MARTIN
ADDRESS
3800 HILL ROAD
Little Rock, AR 72205
TELEPHONE NO. IDENTIFICATION NO.
###-##-####
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------
OFFICER INITIALS INTEREST RATE CREDIT LINE AGREEMENT DATE MATURITY DATE CUSTOMER NUMBER LOAN NUMBER
<S> <C> <C> <C> <C> <C> <C>
FS VARIABLE $125,000.00 09/19/95 09/19/96
- -----------------------------------------------------------------------------------------------------------------------------
</TABLE>
REVOLVING LINE OF CREDIT ACCOUNT: This Agreement governs the Borrower's
Revolving Line of Credit ("Account") with the Lender. PLEASE READ CAREFULLY.
The Account establishes a line of credit for Borrower with Lender. The Account
is secured by the security identified below. Borrower may request loan
advances up to the amount of the credit limit indicated above. Lender agrees
to make such advances during the term of this Agreement unless Borrower falls
to comply with the terms of this Agreement or any accompanying document
executed in connection with this Agreement. Borrower will be asked to sign
this Agreement prior to opening the Account. In addition Borrower may be asked
to sign other documents in order to grant Lender a security interest in the
collateral that is pledged.
ACCESS TO THE ACCOUNT: Loan advances obtained from the Account may be obtained
in the following manner:
[ ] CREDIT LINE CHECKS: Borrower will be issued credit line checks that may be
used to access the Account.
[X] WRITTEN REQUEST: Borrower may submit a written request for a loan
advance. [X] Telephone request for a loan advance.
[ ] OVERDRAFT CHECKING: Automatically when Borrower overdraws Account
No. __________________.
[X] OTHER: Call (501) 371-6613 for advance requests.
USE RESTRICTION: Borrower may use a loan advance for any purpose. Loan
advance requests will be honored subject to the terms of this Agreement, and
Borrower's available credit and the following restrictions: [X] No additional
restrictions. [ ] The minimum loan advance is $ _____________________________.
Other Restrictions: __________________________________________________________
Lender has the right to dishonor any loan advance request that would cause the
unpaid principal balance to exceed the Credit Limit. Lender shall have no
liability to Borrower or others if a loan advance request is not honored.
PROCESSING LOAN ADVANCES: Loan advances shall be: [ ] Deposited into Account
Number: ___________________________
[ ] Other: ____________________________________________________________________
SECURITY: To secure the payment and performance of obligations incurred under
this Agreement, Borrower grants Lender as security interest in, and pledges and
assigns to Lender, all of Borrower's rights, title, and interest, in all
monies, instruments, savings, checking and other deposit accounts of Borrower's
(excluding IRA, Keogh and trust accounts and deposits subject to tax penalties
if so assigned) that are now or in the future in Lender's custody or control.
[ ] If checked, the obligations under this Agreement are also secured by a lien
on and/or security interest in the property described in the documents executed
in connection with this Agreement as well as any other property designated as
security for this loan now or in the future.
A security interest has been granted in: [ ] Collateral securing other loans
with Lender may also secure this loan; [ ] Any deposit account maintained with
Lender; [ ] The goods or property being purchased; [X] Other: UNSECURED
ANNUAL PERCENTAGE RATE: The ANNUAL PERCENTAGE RATE is determined in the manner
described below.
[ ] FIXED RATE: The Account has a fixed interest rate. The ANNUAL PERCENTAGE
RATE for this Account is __________________ percent (_______________%) per
annum.
[X] VARIABLE RATE: This Account has a variable rate feature. The ANNUAL
PERCENTAGE RATE on the Account may change from time to time if the Index
Rate identified below changes. The ANNUAL PERCENTAGE RATE on this Account
shall be NO/1000 percent (0.000%) per annum over the Index Rate. The
Initial Index Rate is EIGHT AND 750/1000 percent (8.750%) per annum.
Therefore, the Initial ANNUAL PERCENTAGE RATE for this Account is EIGHT
AND 750/1000 percent (8.750%) per annum; This corresponds to an [X]
Initial Daily Periodic rate of 0.0240% [ ] an Initial Monthly Periodic
Rate of _______%.
The Index Rate for this Note shall be: NEW YORK PREVALENT Base Rate of
Interest Floating.
If the Index Rate is redefined or if it is no longer announced, then the
ANNUAL PERCENTAGE RATE shall be determined by selection of another index
which is similar and readily verifiable by Borrower. If the Index Rate
increases/decreases, then the ANNUAL PERCENTAGE RATE and the periodic rate
will increase/decrease and may result in correspondingly higher/lower
payments for each Billing Cycle. Any change in the ANNUAL PERCENTAGE RATE
and the Periodic Rate will be effective on: The date index rate changes
The maximum ANNUAL PERCENTAGE RATE for this Account will not exceed TEN AND
250/1000 percent (10.250%) or the maximum ANNUAL PERCENTAGE RATE Lender is
permitted to charge by law, whichever is less.
The minimum ANNUAL PERCENTAGE RATE shall not be less than n/a percent
(n/a%).
PERIODIC RATE: A Periodic Rate is used to determine the finance charge for
each billing cycle on the Account and is determined by dividing the ANNUAL
PERCENTAGE RATE by: [X] 365 which results in an Initial Daily Periodic rate of
0.0240%; this corresponds to an Initial ANNUAL PERCENTAGE RATE of 8.750% per
annum [ ] 12 which results in an Initial Monthly Periodic Rate of _______%;
this corresponds to an Initial ANNUAL PERCENTAGE RATE of ____________% per
annum.
CHECK PROCESSING FEE: If a check for payment is returned to Lender for any
reason (for example, because there are insufficient funds in Borrower's checking
account), Lender will assess a check processing fee of $n/a, which shall be
charged to the Account as a loan advance.
OTHER COSTS AND DISBURSEMENTS: The following other fees, charges, or
disbursements have been imposed or drawn upon the Account:
<TABLE>
<S> <C> <C> <C>
Filing Fees: $ n/a Credit Reporting Fees: $ n/a
Other: $ n/a Other: $ n/a
Other: $ n/a TOTAL $ n/a
</TABLE>
================================================================================
WARNING
CHANGE OF TERMS: LENDER HAS THE RIGHT TO CHANGE THE TERMS AND CONDITIONS OF
THIS AGREEMENT AT ANY TIME IN ACCORDANCE WITH STATE AND FEDERAL LAW. THESE
CHANGES MAY AFFECT BOTH EXISTING BALANCES AND FUTURE TRANSACTIONS, THE ANNUAL
PERCENTAGE RATE, THE MANNER IN WHICH THE FINANCE CHARGE IS CALCULATED AND
BILLED, THE TIMING AND METHOD OF PAYMENTS, THE TYPE OR AMOUNT OF MINIMUM
CHARGES, THE AMOUNT OF A MINIMUM PAYMENT, THE PAYMENT SCHEDULE, AND OTHER TERMS
OF THIS AGREEMENT. LENDER WILL GIVEN BORROWER PRIOR WRITTEN NOTICE OF ANY
CHANGE AS REQUIRED BY LAW.
================================================================================
ACKNOWLEDGMENT
BORROWER ACKNOWLEDGES THAT BORROWER HAS READ, UNDERSTANDS, AND AGREES TO THE
TERMS AND CONDITIONS OF THIS AGREEMENT INCLUDING THE PROVISIONS ON SUBSEQUENT
PAGES. BORROWER ACKNOWLEDGES RECEIPT OF AN EXACT COPY OF THIS AGREEMENT.
Date: SEPTEMBER 19, 1995
/s/
- -------------------------------------- --------------------------------------
BORROWER: DOUGLAS H. MARTIN BORROWER:
- -------------------------------------- --------------------------------------
BORROWER: BORROWER:
Page 1 of __
<PAGE> 46
FINANCE CHARGES: All advances are subject to finance charges from the date of
the advance until such advances are paid. There is no interest-free grace
period on the Account. Lender determines the finance charge assessed on the
Account in the manner checked below:
[ ] Actual Daily Balance. Lender starts with the balance on the Account at the
beginning of each billing cycle less unpaid finance charges. Each day during the
billing cycle, Lender subtracts payments and credits from the balance and adds
new advances and debits. This determines the ending balance of the Account for
each day of the billing cycle. Lender multiplies each ending balance by the
Daily Periodic Rate to determine the daily finance charges. The Daily finance
charges are added together to determine the finance charge for the billing
cycle.
[X] Average Daily Balance. Lender starts with the balance on the Account at the
beginning of each billing cycle less unpaid finance charges. Each day during
the billing cycle, Lender subtracts payments and credits from the balance and
adds new advances and debits. This determines the ending balance of the Account
for each day of the billing cycle. Lender then adds up the ending balances for
the billing cycle and divides the total by the actual number of days of the
billing cycle to get the Average Daily Balance. Lender then multiplies the
Average Daily Balance by the [X] Daily Periodic Rate and the actual number of
days in the billing cycle [ ] Monthly Periodic Rate. This product is the
finance charge for the billing cycle.
BILLING CYCLE: The borrower shall be billed: MONTHLY, AS OF THE 19TH OF EACH
MONTH.
PAYMENT DUE DATE: Borrower's payment must be made by the Payment Due Date shown
on the periodic statement described below.
MINIMUM PAYMENT: Borrower may pay all or a part of the outstanding balance at
any time without penalty. All payments shall be applied in the manner
determined by Lender and permitted by law. All payments should be delivered to
Lender at the address indicated on the periodic statement. The payment amount
shall be:
[ ] PRINCIPAL BALANCE METHOD: Borrower's minimum payment will equal the
greater of $________ or 1/______ (_______) of the outstanding principal
balance for the current Billing Cycle plus all accrued and unpaid finance or
other charges and any past due principal.
[ ] OUTSTANDING BALANCE METHOD: Borrower's minimum payment will equal the
greater of $________ or 1/______ (_______) of the outstanding balance for the
current Billing Cycle.
[X] INTEREST ONLY METHOD. Borrower shall pay all accrued interest and unpaid
finance or charges for the current Billing Cycle. Borrower shall make a final
principal payment plus accrued interest on: SEPTEMBER 19, 1996
[ ] OTHER
AUTOMATIC PAYMENT DEDUCTION: [ ] Borrower authorizes Lender to deduct the
Minimum Payment due under this Account from Borrower's Account Number
________________________ with Lender.
LATE PAYMENT CHARGE: If a Minimum Payment is received more than 10 days late,
Borrower will be charged a late payment charge [ ] ___________% of the late
Minimum Payment; but at least $_____; [x] 10.000_________% of the late Minimum
Payment or $25.00 whichever is less; but at least $ n/a, as permitted by law. No
more than one (1) late payment charge will be imposed on any single Minimum
Payment or portion of any Minimum Payment.
RENEWAL: [ ] If checked, this Agreement is in renewal of Loan Number
__________________, and not in payment of that Note.
- --------------------------------------------------------------------------------
TERMS AND CONDITIONS
1. PROMISE TO PAY: Borrower promises to pay to Lender the full amount of all
advances under this Account plus finance charges and all other fees and charges
imposed by Lender as allowed by law.
2. CREDIT LIMIT: Borrower's Credit Limit for this Account is indicated on the
first page of this Agreement. Borrower agrees not to request loan advances on
the Account that would cause the unpaid principal balance to exceed the Credit
Limit. Although Lender may honor a loan advance request that exceeds the Credit
Limit from time to time, Lender shall have no obligation to make such advances.
If Borrower exceeds the Credit Limit under this Agreement Borrower will be in
default and will be subject to all of the default remedies described in this
Agreement, and any accompanying document executed in connection with this
Agreement.
3. MATURITY: The maturity date, if any, for this Account is stated on the
first page of this Agreement. Upon maturity, Borrower must pay the outstanding
balance in full. Borrower may apply for a renewal or extension of the Account,
but Lender shall be under no obligation to grant any renewal or extension.
4. INFORMATION ABOUT THE BORROWER: Borrower agrees to provide to Lender, upon
request, the financial and credit related information necessary to establish
this Account. Borrower understands that Lender will open the Account and make
loan advances under this Account in reliance on the information. Borrower
promises that all information provided to Lender either now or in the future
will be true and complete. Borrower agrees to notify Lender immediately of any
adverse change in Borrower's financial or credit condition. Information
concerning the Account may be reported to credit reporting agencies and will be
made available when requested by proper legal process.
5. PERIODIC STATEMENTS: Each billing cycle Lender will forward to Borrower at
the address indicated on the first page of this Agreement a statement of the
Account. The statement will include a summary of all transactions on the
Account during the billing cycle, the previous balance, advances, payments and
credits, finance charges, the ending balance, and will specify the minimum
payment amount and date that payment is due.
6. DEFAULT: Borrower will be in default if Borrower, any cosigner, any
guarantor, or any third party pledging collateral to serve this Agreement: (a)
fails to make any payment when due; (b) violates the terms of this Agreement,
any accompanying security instrument or agreement or any other agreement with
Lender; (c) exceeds the stated credit limit; (d) provides false or misleading
information to Lender with respect to this Account; (e) becomes the subject of
any voluntary or involuntary proceeding under the Bankruptcy Code or any other
statutory or judicial proceeding for the rehabilitation of debtors; (f) dies or
becomes legally incompetent; (g) permits the entry or service of any
garnishment, judgment, tax levy, attachment or lien against Borrower or any of
Borrower's property; (h) allows the collateral securing this Agreement (if any)
to be lost, stolen, destroyed or damaged in any material respect, or subjected
to seizure or confiscation; or (i) causes or permits any act or event which
Lender in good faith believes will impair the collateral or adversely affect
Borrower's ability to repay any of the obligations under this Agreement.
7. LENDER'S RIGHTS UPON DEFAULT: Upon occurrence of any event of default,
Lender may terminate Borrower's rights under this Agreement and (a) declare the
unpaid balance of the Account, including finance charges, unpaid principal and
fees immediately due and payable; (b) refuse to honor additional loan advance
requests; (c) to take possession of any collateral in any manner permitted by
law (d) to require Borrower to deliver and make available any collateral at a
place reasonably convenient to Lender; (e) to sell, lease or otherwise dispose
of any collateral and collect any deficiency balance with or without resorting
to judicial process; and (f) exercise any and all remedies which may be
available to Lender. Lender shall also have the right to hold or apply funds in
Borrower's deposit accounts against all funds due and owing to Lender. Lender's
remedies are in addition to those available at common law, such as setoff. If
this Account may be accessed by a credit card, as such is defined under the
Truth-In-Lending Act, then Lender's rights to offset prohibited to the extent
it is prohibited under the Truth-in-Lending Act.
Page 2 of 4 Initial
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<PAGE> 47
8. DEMAND FEATURE: If this Agreement contains a demand feature, Lender's
right to demand payment, at any time, and from time to time, shall be in
Lender's sole and absolute discretion, whether or not any default has occurred.
9. RESTRICTIVE ENDORSEMENT: If Borrower marks any check payable to Lender
as "Paid in Full" or words to that effect, Borrower will still be responsible
for repaying any balance that remains due on the Account and Lender shall not
lose any of its rights under this Agreement.
10. TERMINATION: Lender, in its sole discretion, may terminate the Account
by notifying Borrower or upon Borrower's default. Upon an event of default or
termination of the Account, Lender's obligation, if any, to honor loan advance
requests against the Account shall cease. Borrower shall continue to be
obligated to pay all amounts due to Lender pursuant to the terms of this
Agreement at the time of default or termination. Lender shall notify Borrower
of termination in writing at the address indicated on the Agreement. Borrower
may terminate this Agreement by notifying Lender in writing at the address
indicated on the Agreement. Borrower's Obligation to pay all amounts due to
Lender shall continue until all amounts due and owing have been paid.
11. COLLECTION COSTS: If Lender hires an attorney to assist in collecting
any amount due or enforcing any right or remedy under this Agreement, Borrower
agrees to pay Lender's reasonable attorneys' fees and collection costs to the
extent permitted by law.
12. JOINT ACCOUNT: If this Account is a joint Account, each Borrower who
signs this Agreement shall be individually and jointly liable for payment of
the debt. This liability exists regardless of which Borrower creates the debt,
and in spite of any divorce, legal proceedings or agreement that may affect
liability between the Borrowers. This joint and individual liability shall
continue until all obligations are paid in full. A release of one joint
Borrower shall not operate a release of any other joint Borrower.
13. MODIFICATION AND WAIVER: The modification or waiver of any of Borrower's
obligations or Lender's rights under this Agreement must be contained in a
writing signed by Lender. Lender may perform any of Borrower's obligations or
delay or fail to exercise any of its rights without causing waiver of those
obligations or rights. A waiver on one occasion shall not constitute a waiver
on any other occasion. Borrower's obligations under this Agreement shall not
be affected if Lender amends, compromises, exchanges, fails to exercise, impairs
or releases any of the obligations belonging to a co-borrower or guarantor or
any of its rights against any co-borrower or guarantor.
14. ASSIGNMENT: Borrower may not assign this Agreement. Any such assignment
of its rights under this Agreement and any attempted assignment will be null
and void. Lender has the right to sell or transfer the Account at any time.
15. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon and inure
to the benefit of Borrower and Lender and their respective successors, assigns,
trustees, receivers, administrators, personal representatives, legatees, and
devisees. The term "Lender" shall mean the Lender specified in this Agreement,
its successors and assigns, and subsequent holders of this Agreement.
16. NOTICE: Any notice or other communication to be provided under this
Agreement shall be in writing and sent to the parties at the addresses
described in this Agreement or such other address as the parties may designate
in writing from time to time.
17. SEVERABILITY: If any provision of this Agreement violates the law or is
unenforceable, the rest of the Agreement shall remain in full force and effect.
18. APPLICABLE LAW: This Agreement shall be governed by the laws of the
state of Arkansas. Borrower consents to the jurisdiction and venue of any
court located in the State of Arkansas in the event of any legal proceeding
under this Agreement.
19. SIGNATURES: The signature of the Borrower shall indicate that Borrower
has read this agreement, agreed to the terms and conditions of this Agreement,
and received a completed copy of this Agreement and Billing Rights Statement.
20. MISCELLANEOUS: Borrower will provide Lender with current financial
statements and other information upon request. Borrower and Lender agree that
time is of the essence. Borrower waives presentment, demand for payment,
notice of dishonor and protest. All references to Borrower in this Agreement
shall include all of the parties signing this Agreement. This Agreement and
any related documents represent the complete and integrated understanding
between Borrower and Lender.
21. ADDITIONAL TERMS:
- --------------------------------------------------------------------------------
CREDIT LIFE AND DISABILITY INSURANCE
Credit Life Insurance and Credit Disability Insurance are not required to
obtain credit, and will not be provided unless Borrower signs below and agrees
to pay the additional costs. Credit Life Insurance is available at a cost of $
0.10 per $100.00 of the average daily balance per billing period for single
coverage and $ 0.17 per $ 100.00 of the average daily balance per billing
period for joint coverage (if available). Credit Disability Insurance is
available at a cost of $ 0.20 per $100.00 of the average daily balance per
billing period for single coverage and $ n/a per $ n/a of the n/a per billing
period for joint coverage (if available).
I want Credit Life Insurance. ______________________________________
I want Credit Life Insurance. ______________________________________
I want Credit Disability Insurance. ________________________________
I want Credit Disability Insurance. ________________________________
- --------------------------------------------------------------------------------
BILLING RIGHTS STATEMENT
YOUR (BORROWER'S) BILLING RIGHTS, KEEP THIS NOTICE FOR FUTURE USE.
This notice contains important information about the Borrower's rights and the
Lender's responsibilities under the Fair Credit Billing Act.
NOTIFY LENDER IN CASE OF ERRORS OR QUESTIONS ABOUT YOUR (BORROWER'S) BILL.
If Borrower thinks that a bill in incorrect or if Borrower needs more
information about a transaction on a bill, Borrower should write to Lender as
soon as possible at the address indicated on the bill. Lender must hear from
the Borrower no later than sixty (60) calendar days after Lender sent Borrower
the first bill on which the error or problem appeared. Borrower may telephone
Lender, but doing so will not preserve the Borrower's rights.
Borrower should provide the following information in the letter:
Borrower's name and account number.
The dollar amount of the suspected error.
A description of the error and an explanation, if possible, why Borrower
believes there is an error. If Borrower needs more information, Borrower
should describe the item Borrower is unsure about.
If Borrower has authorized Lender to pay the bill automatically from a savings
or checking account, Borrower can stop payment on any amount that the Borrower
believes is wrong. To stop payment the Borrower's letter must reach Lender at
least (3) business days before the automatic payment is scheduled to occur.
LP-AR110 @ Formation Technologies, Inc. (2/1/94) ( ) Page 3 of 4 _____ Initial
<PAGE> 48
BORROWER'S RIGHTS AND LENDER'S RESPONSIBILITIES AFTER LENDER RECEIVES WRITTEN
NOTICE.
Lender must acknowledge Borrower's letter within thirty (30) days, unless
Lender has corrected the error by then. Within ninety (90) days, Lender must
either correct the error or explain why Lender believes the bill is correct.
After Lender receives Borrower's letter, Lender cannot try to collect any
amount in question, or report the Borrower as delinquent. Lender may continue
to the Borrower for the amount in question, including finance charges,
and Lender may apply any unpaid amount against the Borrower's credit limit.
Borrower does not have to pay any questioned amount while Lender is
investigating, but Borrower is still obligated to pay the parts of the bill
that are not in question.
If Lender finds that Lender has made a mistake on the bill, Borrower will not
have to pay any finance charges related to the amount in question. If Lender
does not make a mistake, Borrower may have to pay finance charges and Borrower
will be required to make up any missed payments on the question amount in
either case, Lender will send Borrower a statement of the amount owed and the
date it is due.
If Borrower fails to pay the amount owed, Lender may report the Borrower as
delinquent. However, if Lender's explanation does not satisfy Borrower and
Borrower writes to Lender within ten (10) days telling Lender that Borrower
still refuses to pay, Lender must tell anyone Lender reported Borrower to that
Borrower has a question regarding Borrower's bills. Furthermore, Lender must
tell Borrower the name of anyone that Lender reported Borrower to. Lender must
tell anyone Lender reports Borrower to that the matter has been settled between
us when it finally is.
If Lender doesn't follow these rules, Lender cannot collect the first $50.00
of the questioned amount, even if the bill was correct.
<PAGE> 49
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of sum of Ten Thousand Dollars ($10,000), the
receipt of which is hereby acknowledged, Jackson T. Stephens ("Assignor"),
hereby assigns to James Terry ("Assignee"), without recourse, all of his
economic right, title and interest in and to 10,000 shares of common stock
("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall retain all voting rights with respect
to the Shares. Assignee shall be entitled to all economic interest in the
Shares (other than Assignor's right to receive dividends for the payment of
applicable income taxes).
Dated this 28th day of February, 1996
Assignor:
By: /s/ J. T. STEPHENS
-----------------------------------
J. T. Stephens Trust One, UID 1/4/88
<PAGE> 50
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Fifteen Thousand Dollars
($15,000), the receipt of which is hereby acknowledged, Jackson T. Stephens
("Assignor"), hereby assigns to Karen Trimmer ("Assignee"), without recourse,
all of his economic right, title and interest in and to 15,000 shares of common
stock ("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall retain all voting rights with respect
to the Shares. Assignee shall be entitled to all economic interest in the
Shares (other than Assignor's right to receive dividends for the payment of
applicable income taxes).
Dated this 6th day of March, 1996
Assignor:
By: /s/ J. T. STEPHENS
-----------------------------------
J. T. Stephens Trust One, UID 1/4/88
<PAGE> 51
AMENDMENT TO ASSIGNMENT
OF ECONOMIC INTEREST
For and in consideration of thirty-six thousand dollars ($36,000), the
receipt and sufficiency of which is hereby acknowledged by the undersigned,
Earsie Carter ("Assignee"), Assignee does hereby resell, reassign and reconvey
to the Warren A. Stephens Trust all of its right, title and interest in and to
2,000 shares of common stock of Power-One, Inc., a Delaware corporation. The
2,000 shares being reconveyed hereby comprise a portion of the 5,000 shares of
Power-One, Inc. common stock assigned to Assignee pursuant to that certain
Assignment of Economic Interest (the "Assignment"), dated March 7, 1996 from
Warren A. Stephens Trust as Assignor to Assignee.
The Assignment is hereby amended to reduce the number of shares of
Power-One, Inc. common stock subject to the Assignment, following the
reconveyance contemplated by this Amendment, from 5,000 shares to 3,000 shares.
IN WITNESS WHEREOF, the Assignee and the Warren A. Stephens Trust have
executed and delivered this Amendment to Assignment of Economic Interest as of
the second day of October, 1997.
UNDERSIGNED:
ASSIGNEE:
/s/ EARSIE L. CARTER
-----------------------------------
Earsie Carter, Individually
WARREN A. STEPHENS TRUST
BY: /s/ WARREN A. STEPHENS
-------------------------------
Warren A. Stephens, Trustee
<PAGE> 52
AMENDMENT TO ASSIGNMENT
OF ECONOMIC INTEREST
For and in consideration of eighteen thousand, six hundred and twenty
five dollars ($18,625), the receipt and sufficiency of which is hereby
acknowledged by the undersigned, Earsie Carter ("Assignee"). Assignee does
hereby resell, reassign and reconvey to the Warren A. Stephens Trust all of its
right, title and interest in and to 1,000 shares of common stock of Power-One,
Inc., a Delaware corporation. The 1,000 shares being reconveyed hereby
comprise a portion of the 5,000 shares of Power-One, Inc. common stock assigned
to Assignee pursuant to that certain Assignment of Economic Interest (the
"Assignment"), dated March 7, 1996 from Warren A. Stephens Trust as Assignor to
Assignee.
The Assignment is hereby amended to reduce the number of shares of
Power-One, Inc. common stock subject to the Assignment, following the
reconveyance contemplated by this Amendment, from 5,000 shares to 2,000 shares.
IN WITNESS WHEREOF, the Assignee and the Warren A. Stephens Trust
have executed and delivered this Amendment to Assignment of Economic Interest
as of the sixth day of October, 1997.
UNDERSIGNED:
ASSIGNEE:
/s/ EARSIE L. CARTER
-----------------------------------
Earsie Carter, Individually
WARREN A. STEPHENS TRUST
BY: /s/ WARREN A. STEPHENS
-------------------------------
Warren A. Stephens, Trustee
<PAGE> 53
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Ten Dollars ($10.00), the
receipt of which is hereby acknowledged, Harriet Calhoun Stephens Trust
("Assignor"), hereby assigns to John Calhoun ("Assignee"), without recourse,
all of its economic right, title and interest in and to 10,000 shares of common
stock ("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall remain the record holder of the Shares
and shall retain all voting rights with respect to the Shares. Assignee shall
be entitled to all economic interest in the Shares (other than Assignor's right
to receive dividends for the payment of applicable income taxes).
Dated this 1st day of March, 1996.
ASSIGNOR:
Harriet Calhoun Stephens Trust
By: /s/ HARRIET C. STEPHENS
-----------------------------------
Harriet C. Stephens, Trustee
<PAGE> 54
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Ten Dollars ($10.00), the
receipt of which is hereby acknowledged, Harriet Calhoun Stephens Trust
("Assignor"), hereby assigns to Rebecca Dickson ("Assignee"), without recourse,
all of its economic right, title and interest in and to 10,000 shares of common
stock ("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall remain the record holder of the Shares
and shall retain all voting rights with respect to the Shares. Assignee shall
be entitled to all economic interest in the Shares (other than Assignor's right
to receive dividends for the payment of applicable income taxes).
Dated this 1st day of March, 1996.
ASSIGNOR:
Harriet Calhoun Stephens Trust
By: /s/ HARRIET C. STEPHENS
-----------------------------------
Harriet C. Stephens, Trustee
<PAGE> 55
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Ten Dollars ($10.00), the
receipt of which is hereby acknowledged, Harriet Calhoun Stephens Trust
("Assignor"), hereby assigns to Sarah L. Dickson ("Assignee"), without
recourse, all of its economic right, title and interest in and to 10,000 shares
of common stock ("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall remain the record holder of the Shares
and shall retain all voting rights with respect to the Shares. Assignee shall
be entitled to all economic interest in the Shares (other than Assignor's right
to receive dividends for the payment of applicable income taxes).
Dated this 1st day of March, 1996.
ASSIGNOR:
Harriet Calhoun Stephens Trust
By: /s/ HARRIET C. STEPHENS
-----------------------------------
Harriet C. Stephens, Trustee
<PAGE> 56
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Ten Dollars ($10.00), the
receipt of which is hereby acknowledged, Harriet Calhoun Stephens Trust
("Assignor"), hereby assigns to Paula Calhoun Dickson ("Assignee"), without
recourse, all of its economic right, title and interest in and to 10,000 shares
of common stock ("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall remain the record holder of the Shares
and shall retain all voting rights with respect to the Shares. Assignee shall
be entitled to all economic interest in the Shares (other than Assignor's right
to receive dividends for the payment of applicable income taxes).
Dated this 1st day of March, 1996.
ASSIGNOR:
Harriet Calhoun Stephens Trust
By: /s/ HARRIET C. STEPHENS
-----------------------------------
Harriet C. Stephens, Trustee
<PAGE> 57
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Ten Dollars ($10.00), the
receipt of which is hereby acknowledged, Warren A. Stephens Trust ("Assignor"),
hereby assigns to Paula Calhoun Dickson ("Assignee"), without recourse, all of
its economic right, title and interest in and to 10,000 shares of common stock
("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall remain the record holder of the Shares
and shall retain all voting rights with respect to the Shares. Assignee shall
be entitled to all economic interest in the Shares (other than Assignor's right
to receive dividends for the payment of applicable income taxes).
Dated this 1st day of March, 1996.
ASSIGNOR:
Warren A. Stephens Trust
By: /s/ WARREN A. STEPHENS
-----------------------------------
Warren A. Stephens, Trustee
<PAGE> 58
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Ten Dollars ($10.00), the
receipt of which is hereby acknowledged, Warren A. Stephens Trust ("Assignor"),
hereby assigns to Sarah L. Dickson ("Assignee"), without recourse, all of its
economic right, title and interest in and to 10,000 shares of common stock
("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall remain the record holder of the Shares
and shall retain all voting rights with respect to the Shares. Assignee shall
be entitled to all economic interest in the Shares (other than Assignor's right
to receive dividends for the payment of applicable income taxes).
Dated this 1st day of March, 1996.
ASSIGNOR:
Warren A. Stephens Trust
By: /s/ WARREN A. STEPHENS
-----------------------------------
Warren A. Stephens, Trustee
<PAGE> 59
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Ten Dollars ($10.00), the
receipt of which is hereby acknowledged, Warren A. Stephens Trust ("Assignor"),
hereby assigns to Rebecca Dickson ("Assignee"), without recourse, all of its
economic right, title and interest in and to 10,000 shares of common stock
("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall remain the record holder of the Shares
and shall retain all voting rights with respect to the Shares. Assignee shall
be entitled to all economic interest in the Shares (other than Assignor's right
to receive dividends for the payment of applicable income taxes).
Dated this 1st day of March, 1996.
ASSIGNOR:
Warren A. Stephens Trust
By: /s/ WARREN A. STEPHENS
-----------------------------------
Warren A. Stephens, Trustee
<PAGE> 60
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Ten Dollars ($10.00), the
receipt of which is hereby acknowledged, Warren A. Stephens Trust ("Assignor"),
hereby assigns to John Calhoun ("Assignee"), without recourse, all of its
economic right, title and interest in and to 10,000 shares of common stock
("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall remain the record holder of the Shares
and shall retain all voting rights with respect to the Shares. Assignee shall
be entitled to all economic interest in the Shares (other than Assignor's right
to receive dividends for the payment of applicable income taxes).
Dated this 1st day of March, 1996.
ASSIGNOR:
Warren A. Stephens Trust
By: /s/ WARREN A. STEPHENS
-----------------------------------
Warren A. Stephens, Trustee
<PAGE> 61
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Ten Dollars ($10.00), the
receipt of which is hereby acknowledged, Warren A. Stephens Trust ("Assignor"),
hereby assigns to Earsie Carter ("Assignee"), without recourse, all of its
economic right, title and interest in and to 5,000 shares of common stock
("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall remain the record holder of the Shares
and shall retain all voting rights with respect to the Shares. Assignee shall
be entitled to all economic interest in the Shares (other than Assignor's right
to receive dividends for the payment of applicable income taxes).
Dated this 7th day of March, 1996.
ASSIGNOR:
Warren A. Stephens Trust
By: /s/ WARREN A. STEPHENS
-----------------------------------
Warren A. Stephens, Trustee
<PAGE> 62
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Ten Dollars ($10.00), the
receipt of which is hereby acknowledged, Warren A. Stephens Trust ("Assignor"),
hereby assigns to Steve Baudier ("Assignee"), without recourse, all of its
economic right, title and interest in and to 5,000 shares of common stock
("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall remain the record holder of the Shares
and shall retain all voting rights with respect to the Shares. Assignee shall
be entitled to all economic interest in the Shares (other than Assignor's right
to receive dividends for the payment of applicable income taxes).
Dated this 7th day of March, 1996.
ASSIGNOR:
Warren A. Stephens Trust
By: /s/ WARREN A. STEPHENS
-----------------------------------
Warren A. Stephens, Trustee
<PAGE> 63
ASSIGNMENT OF ECONOMIC INTEREST
For and in consideration of the sum of Ten Dollars ($10.00), the
receipt of which is hereby acknowledged, Warren A. Stephens Trust ("Assignor"),
hereby assigns to Becky Estes ("Assignee"), without recourse, all of its
economic right, title and interest in and to 5,000 shares of common stock
("Shares") of Power-One, Inc., a Delaware Corporation.
Assignor agrees to transfer title to the Shares to Assignee along with
a stock certificate at such time as Assignor is under no contractual or legal
restriction to do so. Until such time as Assignor delivers such stock
certificate to Assignee, Assignor shall remain the record holder of the Shares
and shall retain all voting rights with respect to the Shares. Assignee shall
be entitled to all economic interest in the Shares (other than Assignor's right
to receive dividends for the payment of applicable income taxes).
Dated this 7th day of March, 1996.
ASSIGNOR:
Warren A. Stephens Trust
By: /s/ WARREN A. STEPHENS
-----------------------------------
Warren A. Stephens, Trustee
