0001181431-12-056486.txt : 20121102 0001181431-12-056486.hdr.sgml : 20121102 20121102210925 ACCESSION NUMBER: 0001181431-12-056486 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20121031 FILED AS OF DATE: 20121102 DATE AS OF CHANGE: 20121102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Becker Steven R CENTRAL INDEX KEY: 0001349005 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22982 FILM NUMBER: 121178327 MAIL ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Drapkin Matthew A CENTRAL INDEX KEY: 0001458693 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22982 FILM NUMBER: 121178328 MAIL ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NAVARRE CORP /MN/ CENTRAL INDEX KEY: 0000911650 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-COMPUTER & PERIPHERAL EQUIPMENT & SOFTWARE [5045] IRS NUMBER: 411704319 STATE OF INCORPORATION: MN FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 7400 49TH AVE N CITY: NEW HOPE STATE: MN ZIP: 55428 BUSINESS PHONE: 7635358333 MAIL ADDRESS: STREET 1: 7400 49TH AVE NORTH CITY: NEW HOPE STATE: MN ZIP: 55428 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Becker Drapkin Management, L.P. CENTRAL INDEX KEY: 0001346543 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22982 FILM NUMBER: 121178332 BUSINESS ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: (214) 756-6016 MAIL ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 FORMER NAME: FORMER CONFORMED NAME: SRB Management, L.P. DATE OF NAME CHANGE: 20051209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BC Advisors LLC CENTRAL INDEX KEY: 0001349003 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22982 FILM NUMBER: 121178333 BUSINESS ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: (214) 756-6016 MAIL ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BECKER DRAPKIN PARTNERS, L.P. CENTRAL INDEX KEY: 0001451721 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22982 FILM NUMBER: 121178330 BUSINESS ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: (214) 756-6016 MAIL ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 FORMER NAME: FORMER CONFORMED NAME: SRB GREENWAY OPPORTUNITY FUND LP DATE OF NAME CHANGE: 20081209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BECKER DRAPKIN PARTNERS (QP), L.P. CENTRAL INDEX KEY: 0001451722 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22982 FILM NUMBER: 121178331 BUSINESS ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: (214) 756-6016 MAIL ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 FORMER NAME: FORMER CONFORMED NAME: SRB GREENWAY OPPORTUNITY FUND (QP) LP DATE OF NAME CHANGE: 20081209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BD Partners II, L.P. CENTRAL INDEX KEY: 0001498645 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22982 FILM NUMBER: 121178329 BUSINESS ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: (214) 756-6016 MAIL ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 230 CITY: DALLAS STATE: TX ZIP: 75201 4 1 rrd359273.xml FORM 4 X0306 4 2012-10-31 0 0000911650 NAVARRE CORP /MN/ NAVR 0001346543 Becker Drapkin Management, L.P. 500 CRESCENT COURT, SUITE 230 DALLAS TX 75201 0 0 0 1 Member of a 13(d) 10% Group 0001451722 BECKER DRAPKIN PARTNERS (QP), L.P. 500 CRESCENT COURT, SUITE 230 DALLAS TX 75201 0 0 0 1 Member of a 13(d) 10% Group 0001451721 BECKER DRAPKIN PARTNERS, L.P. 500 CRESCENT COURT, SUITE 230 DALLAS TX 75201 0 0 0 1 Member of a 13(d) 10% Group 0001498645 BD Partners II, L.P. 500 CRESCENT COURT, SUITE 230 DALLAS TX 75201 0 0 0 1 Member of a 13(d) 10% Group 0001349003 BC Advisors LLC 500 CRESCENT COURT SUITE 230 DALLAS TX 75201 0 0 0 1 Member of a 13(d) 10% Group 0001349005 Becker Steven R 500 CRESCENT COURT SUITE 230 DALLAS TX 75201 0 0 0 1 Member of a 13(d) 10% Group 0001458693 Drapkin Matthew A 500 CRESCENT COURT SUITE 230 DALLAS TX 75201 0 0 0 1 Member of a 13(d) 10% Group Common Stock 2012-10-31 4 P 0 11268 1.6498 A 1929537 I See Footnotes Common Stock 2012-10-31 4 P 0 1517 1.6498 A 309610 I See Footnotes Common Stock 2012-10-31 4 P 0 21215 1.6498 A 719404 I See Footnotes Common Stock 2062050 I See Footnotes This statement is jointly filed by and on behalf of each of Becker Drapkin Management, L.P. ("BD Management"), Becker Drapkin Partners (QP), L.P. ("QP Fund"), Becker Drapkin Partners, L.P. ("LP Fund"), BD Partners II, L.P. ("BD Partners II"), BC Advisors, LLC ("BC Advisors"), Steven R. Becker and Matthew A. Drapkin. A managed account (the "Managed Account"), QP Fund, LP Fund and BD Partners II are the direct beneficial owners of the securities covered by this statement. BD Management provides investment advisory services for the Managed Account and is the general partner of each of QP Fund, LP Fund and BD Partners II. BD Management may be deemed to beneficially own securities owned by the Managed Account, QP Fund, LP Fund and BD Partners II. BC Advisors is the general partner of BD Management and may be deemed to beneficially own securities owned by BD Management. Mr. Becker and Mr. Drapkin are the co-managing members of BC Advisors and may be deemed to beneficially own securities owned by BC Advisors. Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities. Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer. Represents shares directly beneficially owned by QP Fund. Represents shares directly beneficially owned by LP Fund. Represents shares directly beneficially owned by BD Partners II. Represents shares beneficially owned by BD Management, as investment manager for the Managed Account, and in which BD Management may be deemed to have a pecuniary interest as a result of performance related fees. Exhibit Index Exhibit 99.1 - Joint Filer Information (filed herewith) Exhibit 99.2 - Joint Filing Agreement (filed herewith) BECKER DRAPKIN MANAGEMENT, L.P., By: BC Advisors, LLC, Its: General Partner, By: /s/ Ashley Sekimoto, Name: Ashley Sekimoto, Title: Attorney-in-Fact 2012-11-02 BECKER DRAPKIN PARTNERS (QP), L.P., By: Becker Drapkin Management, L.P., Its: General Partner, By: BC Advisors, LLC, Its: General Partner, By: /s/ Ashley Sekimoto, Name: Ashley Sekimoto, Title: Attorney-in-Fact 2012-11-02 BECKER DRAPKIN PARTNERS, L.P., By: Becker Drapkin Management, L.P., Its: General Partner, By: BC Advisors, LLC, Its: General Partner, By: /s/ Ashley Sekimoto, Name: Ashley Sekimoto, Title: Attorney-in-Fact 2012-11-02 BD PARTNERS II, L.P., By: Becker Drapkin Management, L.P., Its: General Partner, By: BC Advisors, LLC, Its: General Partner, By: /s/ Ashley Sekimoto, Name: Ashley Sekimoto, Title: Attorney-in-Fact 2012-11-02 BC ADVISORS, LLC, By: /s/ Ashley Sekimoto, Name: Ashley Sekimoto, Title: Attorney-in-Fact 2012-11-02 STEVEN R. BECKER, /s/ Ashley Sekimoto, Name: Ashley Sekimoto, Title: Attorney-in-Fact 2012-11-02 MATTHEW A. DRAPKIN, /s/ Ashley Sekimoto, Name: Ashley Sekimoto, Title: Attorney-in-Fact 2012-11-02 EX-99.1 2 rrd322410_364513.htm JOINT FILER INFORMATION rrd322410_364513.html 
                                                                    EXHIBIT 99.1

                             JOINT FILER INFORMATION

                            Other Reporting Person(s)

1.       BECKER DRAPKIN PARTNERS (QP), L.P.

           Item                                    Information
Name:                                  BECKER DRAPKIN PARTNERS (QP), L.P.

Address:                               500 Crescent Court, Suite 230, Dallas,
                                       Texas 75201

Designated Filer:                      Becker Drapkin Management, L.P.

Date of Event Requiring Statement      October 31, 2012
(Month/Day/Year):

Issuer Name and Ticker or Trading      Navarre Corporation [NAVR]
Symbol:

Relationship of Reporting Person(s)    Member of a 13(d) 10% Group
to Issuer:

If Amendment, Date Original Filed      Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:      Form filed by More than One Reporting
                                       Person

Signature:                             By:      Becker Drapkin Management, L.P.
                                       Its:     General Partner

                                       By:      BC Advisors, LLC
                                       Its:     General Partner

                                       By:      /s/ Ashley Sekimoto
                                                -------------------------------
                                       Name:    Ashley Sekimoto
                                       Title:   Attorney-in-Fact
                                       Date:    November 2, 2012

2.       BECKER DRAPKIN PARTNERS, L.P.

           Item                                    Information
Name:                                  BECKER DRAPKIN PARTNERS, L.P.

Address:                               500 Crescent Court, Suite 230, Dallas,
                                       Texas 75201

Designated Filer:                      Becker Drapkin Management, L.P.

Date of Event Requiring Statement      October 31, 2012
(Month/Day/Year):

Issuer Name and Ticker or Trading      Navarre Corporation [NAVR]
Symbol:

Relationship of Reporting Person(s)    Member of a 13(d) 10% Group
to Issuer:

If Amendment, Date Original Filed      Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:      Form filed by More than One Reporting
                                       Person

Signature:                             By:      Becker Drapkin Management, L.P.
                                       Its:     General Partner

                                       By:      BC Advisors, LLC
                                       Its:     General Partner

                                       By:      /s/ Ashley Sekimoto
                                                -------------------------------
                                       Name:    Ashley Sekimoto
                                       Title:   Attorney-in-Fact
                                       Date:    November 2, 2012

3.       BD PARTNERS II, L.P.

           Item                                    Information
Name:                                  BD PARTNERS II, L.P.

Address:                               500 Crescent Court, Suite  230, Dallas,
                                       Texas 75201

Designated Filer:                      Becker Drapkin Management, L.P.

Date of Event Requiring Statement      October 31, 2012
(Month/Day/Year):

Issuer Name and Ticker or Trading      Navarre Corporation [NAVR]
Symbol:

Relationship of Reporting Person(s)    Member of a 13(d) 10% Group
to Issuer:

If Amendment, Date Original Filed      Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:      Form filed by More than One Reporting
                                       Person

Signature:                             By:      Becker Drapkin Management, L.P.
                                       Its:     General Partner

                                       By:      BC Advisors, LLC
                                       Its:     General Partner

                                       By:      /s/ Ashley Sekimoto
                                                -------------------------------
                                       Name:    Ashley Sekimoto
                                       Title:   Attorney-in-Fact
                                       Date:    November 2, 2012

4.       BC ADVISORS, LLC
           Item                                    Information
Name:                                  BC ADVISORS, LLC

Address:                               500 Crescent Court, Suite 230, Dallas,
                                       Texas 75201

Designated Filer:                      Becker Drapkin Management, L.P.

Date of Event Requiring Statement      October 31, 2012
(Month/Day/Year):

Issuer Name and Ticker or Trading      Navarre Corporation [NAVR]
Symbol:

Relationship of Reporting Person(s)    Member of a 13(d) 10% Group
to Issuer:

If Amendment, Date Original Filed      Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:      Form filed by More than One Reporting
                                       Person

Signature:
                                       By:      /s/ Ashley Sekimoto
                                                -------------------------------
                                       Name:    Ashley Sekimoto
                                       Title:   Attorney-in-Fact
                                       Date:    November 2, 2012

5.       STEVEN R. BECKER

           Item                                    Information
Name:                                  STEVEN R. BECKER

Address:                               500 Crescent Court, Suite 230, Dallas,
                                       Texas 75201

Designated Filer:                      Becker Drapkin Management, L.P.

Date of Event Requiring Statement      October 31, 2012
(Month/Day/Year):

Issuer Name and Ticker or Trading      Navarre Corporation [NAVR]
Symbol:

Relationship of Reporting              Member of a 13(d) 10% Group
Person(s) to Issuer:

If Amendment, Date Original Filed      Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:      Form filed by More than One Reporting
                                       Person

Signature:
                                       By:      /s/ Ashley Sekimoto
                                                -------------------------------
                                       Name:    Ashley Sekimoto
                                       Title:   Attorney-in-Fact
                                       Date:    November 2, 2012

6.       MATTHEW A. DRAPKIN

           Item                                    Information

Name:                                  MATTHEW A. DRAPKIN

Address:                               500 Crescent Court, Suite 230, Dallas,
                                       Texas 75201

Designated Filer:                      Becker Drapkin Management, L.P.

Date of Event Requiring Statement      October 31, 2012
(Month/Day/Year):

Issuer Name and Ticker or Trading      Navarre Corporation [NAVR]
Symbol:

Relationship of Reporting              Member of a 13(d) 10% Group
Person(s) to Issuer:

If Amendment, Date Original Filed      Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:      Form filed by More than One Reporting
                                       Person

Signature:
                                       By:      /s/ Ashley Sekimoto
                                                -------------------------------
                                       Name:    Ashley Sekimoto
                                       Title:   Attorney-in-Fact
                                       Date:    November 2, 2012
EX-99.2 3 rrd322410_364515.htm JOINT FILER INFORMATION rrd322410_364515.html 
                                                                    EXHIBIT 99.2
                             JOINT FILING AGREEMENT

                                 November 2, 2012

        Pursuant to and in accordance with the Securities Exchange Act of 1934,
as amended (the "Exchange Act"), and the rules and regulations thereunder, each
party hereto hereby agrees to the joint filing, on behalf of each of them, of
any filing required by such party under Section 13 or Section 16 of the Exchange
Act or any rule or regulation thereunder (including any amendment, restatement,
supplement, and/or exhibit thereto) with the Securities and Exchange Commission
(and, if such security is registered on a national securities exchange, also
with the exchange), and further agrees to the filing, furnishing, and/or
incorporation by reference of this agreement as an exhibit thereto. This
agreement shall remain in full force and effect until revoked by any party
hereto in a signed writing provided to each other party hereto, and then only
with respect to such revoking party.

        IN WITNESS WHEREOF, each party hereto, being duly authorized, has caused
this agreement to be executed and effective as of the date first written above.

        Date:    November 2, 2012        BECKER DRAPKIN MANAGEMENT, L.P.

                                        By:      BC Advisors, LLC
                                        Its:     General Partner

                                        By:      /s/ Ashley Sekimoto
                                                 -------------------------------
                                        Name:    Ashley Sekimoto
                                        Title:   Attorney-in-Fact

                                        BECKER DRAPKIN PARTNERS (QP), L.P.

                                        By:      Becker Drapkin Management, L.P.
                                        Its:     General Partner

                                        By:      BC Advisors, LLC
                                        Its:     General Partner

                                        By:      /s/ Ashley Sekimoto
                                                 ------------------------------
                                        Name:    Ashley Sekimoto
                                        Title:   Attorney-in-Fact

                                        BECKER DRAPKIN PARTNERS, L.P.

                                        By:      Becker Drapkin Management, L.P.
                                        Its:     General Partner

                                        By:      BC Advisors, LLC
                                        Its:     General Partner

                                        By:      /s/ Ashley Sekimoto
                                                 -------------------------------
                                        Name:    Ashley Sekimoto
                                        Title:   Attorney-in-Fact

                                        BD PARTNERS II, L.P.

                                        By:      Becker Drapkin Management, L.P.
                                        Its:     General Partner

                                        By:      BC Advisors, LLC
                                        Its:     General Partner

                                        By:      /s/ Ashley Sekimoto
                                                 -------------------------------
                                        Name:    Ashley Sekimoto
                                        Title:   Attorney-in-Fact

                                        BC ADVISORS, LLC

                                        By:      /s/ Ashley Sekimoto
                                                 -------------------------------
                                        Name:    Ashley Sekimoto
                                        Title:   Attorney-in-Fact

                                        STEVEN R. BECKER

                                        /s/ Ashley Sekimoto
                                        ----------------------------------------
                                        Name:    Ashley Sekimoto
                                        Title:   Attorney-in-Fact

                                        MATTHEW A. DRAPKIN

                                        /s/ Ashley Sekimoto
                                        ----------------------------------------
                                        Name:    Ashley Sekimoto
                                        Title:   Attorney-in-Fact