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Reporting
Persons: Versata Enterprises, Inc.; Trilogy, Inc.; and Joseph A. Liemandt
The name of each person
filing this statement and the place of organization or citizenship of such
reporting person is stated in Item 1 on the cover page(s) hereto. The principal business of Versata
Enterprises, Inc. is providing enterprise software products and
services. Versata is a wholly owned
subsidiary of Trilogy, Inc. Trilogy
may be deemed to control Versata and beneficially own securities owned by
Versata. The principal business of
Trilogy is providing technology-powered business services. Joseph A. Liemandt is an officer and a
director of Versata and the President, Chief Executive Officer, and Chairman
of the board of directors of Trilogy and may be deemed to control each of
Versata and Trilogy. Mr. Liemandt may
be deemed to beneficially own securities owned by each of Versata and
Trilogy. Each Mr. Liemandt and Diana
Liemandt-Reimann, a director of Trilogy and the mother of Mr. Liemandt, own
limited partnership interests in a limited partnership that may be deemed to
be controlled by Charles I. Frumberg a director of Trilogy. The present principal occupation of Mr.
Liemandt is serving as the President, Chief Executive Officer, and Chairman
of the board of directors of Trilogy.
The address of the principal office or business address of each
reporting person is 6011 West Courtyard Dr., Suite 300, Austin, Texas 78730.
During the last five years, no reporting person has been convicted in
a criminal proceeding, or was a party to a civil proceeding, required to be
disclosed herein.
Other
Persons
Charles I. Frumberg, a
director of Trilogy, is the managing member of the investment manager of Emancipation Capital Master, Ltd. ("Emancipation
Capital"). According to
information furnished by Emancipation Capital and Mr. Frumberg, each of
Emancipation Capital and Mr. Frumberg may be deemed to (i) share power to
vote or to direct the vote as to, (ii) share power to dispose or to direct
the disposition of, and (iii) beneficially own, in each case, 747,843 shares
(or 7.8%) of the common stock of the issuer.
Emancipation Capital and Mr. Frumberg disclaim beneficial ownership of
securities owned by the reporting persons and disclaim membership in a group
with the reporting persons.
The information with
respect to Emancipation Capital and Mr. Frumberg is disclosed herein because
Instruction C of Schedule 13D requires information to be given with respect
to each director of Trilogy. If any
reporting person is deemed to be a member of a group with Emancipation
Capital or Mr. Frumberg with respect to the issuer or securities of the
issuer, each reporting person may be deemed to (i) share power to vote or to
direct the vote as to, (ii) share power to dispose or to direct the
disposition of, and (iii) beneficially own, in each case, 997,843 shares (or
10.4%) of the common stock of the issuer.
However, each reporting person disclaims beneficial ownership of securities
owned by Emancipation Capital or Mr. Frumberg and disclaims membership in a
group with Emancipation Capital or Mr. Frumberg.
In determining
information with respect to Emancipation Capital and Mr. Frumberg, each
reporting person has relied upon information set forth in filings with the
Commission by Emancipation Capital and Mr. Frumberg or other information
which such reporting person knows or has reason to know. No reporting person knows or has reason to
believe that the information herein concerning any other person is inaccurate
or is responsible for the completeness or accuracy of such information.
The information, if
any, called for by Items 2-6, inclusive, of Schedule 13D with respect to any
person enumerated in Instruction C of Schedule 13D and required to be
included in this statement is included in Exhibit 99.1 hereto or otherwise
herein. The information contained in
Exhibit 99.1 hereto and each other Item herein is incorporated by reference
in answer or partial answer to this Item.
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