EditorsAbout the SiteComes vs. MicrosoftUsing This Web SiteSite ArchivesCredibility IndexOOXMLOpenDocumentPatentsNovellNews DigestSite NewsRSS

12.31.06

Some Interesting Financial Moves by Novell

Posted in Antitrust, Deals, Deception, Finance, Interview, Microsoft at 11:53 pm by Shane Coyle

Well, our interview with Jeremy Allison made front pages on Digg and Slashdot, and I think we made it through the storm without a problem. Over on slashdot, some very interesting things were pointed out by symbolset during the discussion, and I wanted to bring them up here as well.

Previously, I wondered "what is circumventing the spirit of the GPL worth?", pointing to information of a Novell 8-K filing outlining a $350,000 bonus to Novell VP and General Counsel Joseph LaSala for his exceptional contributions. Now, we know what Ron Hovsepian stood to gain from the deal personally.

Hovsepian’s Personal Payoff

He received 778,470 shares of stock awarded 12/20/06.

From this page you can see he’s historically not a big holder.

778,470 @ $6.20 is $4,826,514. No doubt he was hoping for more presents under his tree. Perhaps there will be more for him after the dust settles. Certainly would have been nice for him if the Street had liked the deal and he got a good bump. Too bad.

It’s interesting that seven of ten managers listed here are new to the company in 2006, and almost all are new in the last 18 months.

If I were a stockholder looking at that, and the recent change of course in the company, I might be concerned. The theme is familiar, but I can’t remember where I saw it before… Maybe someone else will reply with that answer.

Here, we learn a bit more about the dire financial straits that Novell was in before making this deal, further evidence that they were not in the "position of advantage", as they and others have suggested.

Novell Troubles

Also, the company is having some trouble filing reports with the SEC, presumably because of options grants.

Just days before this deal was announced they had an interesting 8K report filed.

They owed a ton of cash that was due in 2024, but callable in the event they failed timely filing of reports with the SEC. Apparently that Microsoft money saved their bacon on that one, since immediately after the deal was done it was reported the money had already been paid out to debtors. Their SEC reports should make interesting reading for some time to come.

Being paranoid, though, I wonder if their accountants or the debtor or both aren’t beholden to Microsoft’s business interests in some way. That would be really scary.

And, Novell (like just about every other tech company) has questions regarding Options grants in the past, which could lead to their delisting.

Sonsini Got Questionable Options

I don’t know why we don’t hear more about things like this:

FTA:

The fact that Novell had guidelines for option grants — and that directors strayed from them — is particularly disturbing, said lawyers and academics.

“It should be an issue of shareholder concern whenever a board changes its own compensation,” said Kirk Hanson, the director of the Markkula Center for Applied Ethics at Santa Clara University and a former Stanford University business professor.

While directors are generally permitted to award themselves whatever they want as long as it is publicly disclosed, Hanson said basic principles of corporate governance hold that they should avoid giving themselves pieces of the company just because they can.

And then there’s the spectre of delisting.

Share this post: These icons link to social bookmarking sites where readers can share and discover new web pages.
  • Digg
  • del.icio.us
  • Reddit
  • co.mments
  • DZone
  • email
  • Google Bookmarks
  • LinkedIn
  • NewsVine
  • Print
  • Technorati
  • TwitThis
  • Facebook

If you liked this post, consider subscribing to the RSS feed or join us now at the IRC channels.

Pages that cross-reference this one

What Else is New


  1. Links 19/8/2014: Humble Jumbo Bundle 2 Betrayal, Mercedes-Benz Runs GNU/Linux

    Links for the day



  2. BlackBerry -- Like Microsoft Nokia -- Could be the Next Patent Proxy Troll

    BlackBerry is restructuring for patent assertion (i.e. trolling) in the wake of some alliances with Microsoft



  3. After Microsoft's Soft Bribe Some Non-Technical Deputy Does Not Like Free Software, Microsoft-Linked Media Responds to This Non-News by Making Bogus Claims of Munich Leaving GNU/Linux (Updated)

    The subversive forces that have secretly been attacking Munich over its migration to GNU/Linux (Microsoft press, Gartner, and even HP) are back to doing it while China and Russia follow Munich's lead



  4. Gates Foundation CFO Quits and Debate About Revolving Doors Recalled Amid Systematic and Shrewd Bribery of Public Officials

    More officials step out of the Gates Foundation and their destination is not known yet; Gates continues to corrupt the public sector with his money so as to increase personal gain at taxpayers' expense



  5. Links 19/8/2014: GNU/Linux Raves and Alternative to Proprietary Voice Chat

    Links for the day



  6. Links 18/8/2014: Linux 3.17 RC1, Escalation in Ferguson

    Links for the day



  7. Gartner Group Advocates Using Defective Software With Back Doors

    Despite strong evidence that Microsoft has been complicit in illegal surveillance, Gartner continues to recommend the use of Windows and other espionage-ready Microsoft software



  8. The Microsoft Patent Trolls: Android Extortion, Vringo Versus Google, and Intellectual Ventures

    Roundup of news about patent aggression by Microsoft and some of its proxies



  9. Links 16/8/2014: Microsoft Linux, US Government Turns to Free Software

    Links for the day



  10. Links 15/8/2014: Reiser4 in Headlines Again, GNOME and KDE Events Finish

    Links for the day



  11. Links 14/8/2014: Kernel Summit Coming, KMix on KDE Frameworks 5

    Links for the day



  12. Shameless Microsoft Spin is Blaming China for Microsoft's Misconduct and Back Doors While Justifying Massive Losses in Hardware (Made in China)

    A new look at how Microsoft-friendly media takes negative Microsoft news and turns that news into some kind of scandals where Microsoft is the victim



  13. Microsoft Spin in the Media Evokes 'New Microsoft' and New Back Doors

    Some new examples of Microsoft boosters rewriting history, characterising Microsoft as a FOSS champion, and generally weak/shallow reporting on Microsoft's audio/video surveillance software



  14. Links 13/8/2014: GNU/Linux as Winner, New Snowden Interview

    Links for the day



  15. Reader's Article: Skype Spying Reaches New Levels of Blatant

    Forced 'upgrades' of Skype give useds [sic.] of Skype more than they asked for



  16. The Problem is Software Patents (and Scope), Not Patent Trolls Who Abuse Them Just Like Large Corporations

    Reminder of the dangers of losing sight of the real patent problem, which is the patents themselves, not necessarily those who use them



  17. Fraud in the USPTO and CAFC Helped Apple Launch Frivolous Patent Lawsuits Against Linux/Android, Based on New Withdrawals

    Inherent corruption in the US system has aided Apple's assault on east Asian electronics giants that use Linux at the core of their products



  18. Investigation Reveals That USPTO is Corrupt, Time to Abolish It or Annul Nearly a Million Patents

    Corruption is found at the heart of the USPTO and the USPTO works hard to hide it, despite attempt by whistleblowers to bring this corruption to light



  19. Links 13/8/2014: Red Hat Enterprise Linux 6.6 Beta, Tizen in Watches

    Links for the day



  20. Links 12/8/2014: Chromebooks Surge, OpenGL in the Headlines

    Links for the day



  21. Bill Gates is Profiting By Diverting Public Money to His Own Pocket and Reducing Wages

    Gates' lobbying for companies he is an investor of and for lower salaries inside companies he is investing in (and managing) comes as no surprise



  22. Microsoft is Still Attacking Open Standards, So Khronos Does Not Need the Microsoft Moles

    Having attacked the industry's document standard OpenDocument Format (ODF) while pretending to have 'embraced' ODF Microsoft is now pretending that it is eager to support OpenGL



  23. Another Depressing Look at the Patent Systems in the US and in Europe

    A roundup of news about patent monopolies and in particular the immense power wielded by giant multi-national corporations that steer the debate and acquire trans-Atlantic monopolies on ideas, always against citizens' interests



  24. Links 11/8/2014: DEFT 8.2, Linux Mint on Debian Stable

    Links for the day



  25. Links 9/8/2014: Knoppix 7.4.0, GNU Linux Libre 3.16

    Links for the day



  26. Links 8/8/2014: Qt a Separate Company Again, KDE Frameworks 5.1 Released

    Links for the day



  27. Microsoft's Android Lawsuit Against Samsung Shows That Windows is Dead Beef

    Microsoft resorts to AstroTurfing, lawsuits, vapourware, and attack ads, revealing that it is a feeble aggressor whose only remaining hope for revival is destruction of rivals



  28. Only Foolish Governments Would Choose Microsoft or Apple

    China bans Apple's operating systems (just like Microsoft's) while Apple retreats on it litigation strategy from 2010, showing perhaps where Microsoft is heading now that it is suing Samsung (as Apple did some years ago)



  29. Links 6/8/2014: Linux 3.17 Features, Ubuntu in India

    Links for the day



  30. Latest Attacks on Android From Apple/Microsoft and Their Network of Trolls/Partners

    Net Applications (Apple- and Microsoft-funded) makes a misinformation comeback, Apple retreats from some Samsung litigation battles, and Microsoft dives deep into it


CoPilotCo

RSS 64x64RSS Feed: subscribe to the RSS feed for regular updates

Home iconSite Wiki: You can improve this site by helping the extension of the site's content

Home iconSite Home: Background about the site and some key features in the front page

Chat iconIRC Channel: Come and chat with us in real time

CoPilotCo

Recent Posts