-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, J8qDTyDuWwpsMyzczaC7DBs7j8SgzWeLkR26xxc+Scf0v1T3sOpXpJlZ7QgoaaSw g3OIKFSjBfKQT9OrkrcDNQ== 0001209191-08-059448.txt : 20081107 0001209191-08-059448.hdr.sgml : 20081107 20081107115808 ACCESSION NUMBER: 0001209191-08-059448 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081105 FILED AS OF DATE: 20081107 DATE AS OF CHANGE: 20081107 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ENTRUST INC CENTRAL INDEX KEY: 0001031283 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 621670648 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4975 PRESTON PARK BLVD STREET 2: ONE PRESTON PARK SOUTH CITY: PLANO STATE: TX ZIP: 75093 BUSINESS PHONE: 9729437300 MAIL ADDRESS: STREET 1: 4975 PRESTON PARK BLVD STREET 2: ONE PRESTON PARK SOUTH CITY: PLANO STATE: TX ZIP: 75093 FORMER COMPANY: FORMER CONFORMED NAME: ENTRUST TECHNOLOGIES INC DATE OF NAME CHANGE: 19980619 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Empire Capital Management, L.L.C. CENTRAL INDEX KEY: 0001321711 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24733 FILM NUMBER: 081169641 BUSINESS ADDRESS: STREET 1: 1 GORHAM ISLAND CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 203-454-1019 MAIL ADDRESS: STREET 1: 1 GORHAM ISLAND CITY: WESTPORT STATE: CT ZIP: 06880 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2008-11-05 0 0001031283 ENTRUST INC ENTU 0001321711 Empire Capital Management, L.L.C. 1 GORHAM ISLAND, SUITE 201 WESTPORT CT 06880 0 0 1 0 Common Stock 2008-11-05 4 P 0 43830 1.43 A 10993930 I See Notes Common Stock 2008-11-06 4 P 0 115000 1.47 A 11108930 I See Notes Common Stock 2008-11-06 4 P 0 141770 1.48 A 11250700 I See Notes 1. The shares of Common Stock this note relates to are held directly by Empire Capital Partners, L.P. ("Empire Capital"), with respect to the 4,605,578 shares, Empire Capital Partners, Ltd. a Cayman Islands exempted company ("Offshore") as to 4,303,401 shares, Empire Capital Partners Enhanced Master Fund, Ltd. a Cayman Islands exempted company ("Enhanced") as to 1,261,153 shares, Charter Oak Partners, LP a Delaware Limited Partnership ("Charter Oak") as to 693,034 shares, Charter Oak Partners II ("Charter Oak II") as to 98,700 and Charter Oak Master Fund, LP ("Charter Oak Master," and collectively with Empire Capital, Offshore, Charter Oak and Charter Oak II, "the Empire Funds") as to 32,064 shares of Common Stock directly owned by it. 2. Empire Capital Management L.L.C. (the "Investment Manager") serves as the Investment Manager and has investment discretion over the securities held by Offshore, Enhanced Master Fund, Charter Oak, Charter Oak II and Charter Oak Master. Empire Capital GP, L.L.C. ("Empire GP"), serves as general partner of Empire Capital. Mr. Scott Fine and Mr. Peter Richards are managing members of the Investment Manager and Empire GP. 3. The Investment Manager, Empire GP and the Empire Funds, disclaim beneficial ownership of any of the Issuer's securities to which this Form 4 relates for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act"), except as to such securities in which each such person may be deemed to have a pecuniary interest pursuant to the Act. 1. The shares of Common Stock this note relates to are held directly by Empire Capital Partners, L.P. ("Empire Capital"), with respect to the 4,646,989 shares, Empire Capital Partners, Ltd. a Cayman Islands exempted company ("Offshore") as to 4,344,077 shares, Empire Capital Partners Enhanced Master Fund, Ltd. a Cayman Islands exempted company ("Enhanced") as to 1,286,775 shares, Charter Oak Partners, LP a Delaware Limited Partnership ("Charter Oak") as to 699,244 shares, Charter Oak Partners II ("Charter Oak II") as to 99,505 and Charter Oak Master Fund, LP ("Charter Oak Master," and collectively with Empire Capital, Offshore, Charter Oak and Charter Oak II, "the Empire Funds") as to 32,340 shares of Common Stock directly owned by it. 1. The shares of Common Stock this note relates to are held directly by Empire Capital Partners, L.P. ("Empire Capital"), with respect to the 4,698,041 shares, Empire Capital Partners, Ltd. a Cayman Islands exempted company ("Offshore") as to 4,394,221 shares, Empire Capital Partners Enhanced Master Fund, Ltd. a Cayman Islands exempted company ("Enhanced") as to 1,318,361 shares, Charter Oak Partners, LP a Delaware Limited Partnership ("Charter Oak") as to 706,900 shares, Charter Oak Partners II ("Charter Oak II") as to 100,497 and Charter Oak Master Fund, LP ("Charter Oak Master," and collectively with Empire Capital, Offshore, Charter Oak and Charter Oak II, "the Empire Funds") as to 32,680 shares of Common Stock directly owned by it. Empire Capital Management LLC BY: Peter J Richards, Managing Member BY: Scott A Fine, Managing Member 2008-11-07 -----END PRIVACY-ENHANCED MESSAGE-----