These investors have also agreed to convert up to $40 million of SGI's 6.50% Senior Secured Convertible Notes due 2009 into common stock. These notes are otherwise not redeemable by the company until December 2005. In connection with the conversion, SGI will issue up to 33.6 million shares of common stock. The private placement is expected to close within the next several days. Bear, Stearns & Co. Inc. acted as the sole placement agent for the securities sold in this transaction.