0000950142-11-001576.txt : 20110909 0000950142-11-001576.hdr.sgml : 20110909 20110909172239 ACCESSION NUMBER: 0000950142-11-001576 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110907 FILED AS OF DATE: 20110909 DATE AS OF CHANGE: 20110909 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FW INVESTORS V LP CENTRAL INDEX KEY: 0001158778 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30260 FILM NUMBER: 111084337 BUSINESS ADDRESS: STREET 1: 201 MAIN STREET STREET 2: SUITE 3100 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 2123732983 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FW MANAGEMENT II LLC CENTRAL INDEX KEY: 0001158779 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30260 FILM NUMBER: 111084336 BUSINESS ADDRESS: STREET 1: 201 MAIN STREET STREET 2: SUITE 3100 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 2123732983 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EGAIN COMMUNICATIONS CORP CENTRAL INDEX KEY: 0001066194 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770466366 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 345 E. MIDDLEFIELD ROAD CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 BUSINESS PHONE: 6502307500 MAIL ADDRESS: STREET 1: 345 E. MIDDLEFIELD ROAD CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CRANDALL J TAYLOR CENTRAL INDEX KEY: 0000911380 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30260 FILM NUMBER: 111084335 BUSINESS ADDRESS: STREET 1: 2775 SAND HILL RD STREET 2: SUITE 220 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6502340517 MAIL ADDRESS: STREET 1: 2775 SAND HILL RD STREET 2: SUITE 220 CITY: MENLO PARK STATE: CA ZIP: 94025 4 1 es1100654_form4-fivex.xml FORM 4 X0304 4 2011-09-07 0 0001066194 EGAIN COMMUNICATIONS CORP EGAN 0001158778 FW INVESTORS V LP 201 MAIN STREET SUITE 2300 FORT WORTH TX 76102 0 0 0 1 See Remark + 0001158779 FW MANAGEMENT II LLC 201 MAIN STREET SUITE 3100 FORT WORTH TX 76102 0 0 0 1 See Remark ++ 0000911380 CRANDALL J TAYLOR 201 MAIN STREET SUITE 3100 FORT WORTH TX 76102 0 0 0 1 See Remark ++ Common Stock 2011-09-07 4 X 0 103384 0.95 A 1944827 D Common Stock 2011-09-07 4 S 0 23109 4.25 D 1921718 D Common Stock Purchase Warrants 0.95 2011-09-07 4 X 0 103384 0 D 2011-09-24 Common Stock 103384 0 D On September 7, 2011, FW Investors V, L.P. ("FW Investors") exercised a warrant to purchase 103,384 shares of Common Stock for $0.95 per share. FW Investors paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 23,109 of the warrant shares to pay the exercise price and issuing to FW Investors the remaining 80,275 shares. The price reflects the fair market value of the Common Stock on September 7, 2011. This warrant is immediately exercisable. (+) The Reporting Persons may be deemed to be a member of a Section 13(d) "group" that owns more than 10% of the outstanding common stock of eGain Communications Corporation (the "Issuer"). However, the Reporting Persons disclaim such group membership and this report shall not be deemed an admission that any Reporting Person is a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding common stock for purposes of Section 16 or for any other purpose. (++) J. Taylor Crandall ("Crandall") is the sole member of FW Management II, LLC ("FW Management"), which is the sole general partner of FW Investors, which is the direct beneficial owner of the securities reported herein. Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Act, each of Crandall and FW Management may be deemed to be the beneficial owner of the securities beneficially owned by FW Investors only to the extent of the greater of his or its respective direct or indirect interest in the profits or capital account of FW Investors. Pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that Crandall or FW Management is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities owned by FW Investors in excess of such amount. FW INVESTORS V, L.P. By: FW Management II, LLC, general partner, By: /s/ Kevin G. Levy, Vice President 2011-09-09 FW MANAGEMENT II, LLC, By: /s/ Kevin G. Levy, Vice President 2011-09-09 /s/ Kevin G. Levy, Attorney-in-Fact for J. Taylor Crandall 2011-09-09