INTRAWARE INC 4
4 · INTRAWARE INC · Filed Feb 6, 2008
Insider Transaction Report
Form 4
INTRAWARE INCITRA
Transactions
- Purchase
Common Stock
2008-01-31$4.43/sh+21,300$94,359→ 765,078 total(indirect: See Footnote)
Footnotes (2)
- [F1]The filing of this Form 4 shall not be construed as an admission that Prescott Group Capital Management, L.L.C. ("Prescott Capital") or Phil Frohlich, the manager of Prescott Capital is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the shares of common stock of Intraware, Inc. (the "Common Stock") purchased by Prescott Group Aggressive Small Cap Master Fund, G.P. (the "Master Fund") for the accounts of Prescott Group Aggressive Small Cap, L.P.or Prescott Group Aggressive Small Cap II, L.P. (together the "Small Cap Funds") Pursuant to Rule 16a-1, both Prescott Capital and Phil Frohlich disclaim such beneficial ownerhip.
- [F2]Prescott Capital holds indirectly 765,078 shares of Common Stock of Intraware, Inc. through the account of the Master Fund of which the Prescott Capital is the Investment Manager. The Master Fund holds the shares of Common Stock for the accounts of the Small Cap Funds, for which Prescott Capital is the Investment Manager. Prescott Capital receives a portion of the profits in the way of a capital allocation from and owns a partnership interest in the Small Cap Funds. Phil Frohlich reports the shares held indirectly by Prescott Capital because, as the manager of Prescott Capital at the time of purchase, he controlled the disposition and voting of the securities.