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

01.09.13

Novell Board Sued for Selling Out

Posted in Novell, Patents at 7:56 am by Dr. Roy Schestowitz

Novell logo bitten

Summary: The irrational dealings of Novell bring belated legal wrath

We hardly cover Novell anymore. The company is history. But just as WordPerfect keeps Novell at present, so does the Attachmate sellout, which Pamela Jones says will haul back the perpetrators. Hovsepian left and moved elsewhere, but his sellout might not go unpunished:

If you thought the deal smelled funny back in 2011 when Novell sold itself to Attachmate and its patents to a Microsoft consortium, you are not alone. Some shareholders — the Oklahoma Firefighters Pension and Retirement System, Louisiana Municipal Police Employees’ Retirement System, Operating Engineers Construction Industry and Miscellaneous Pension Fund, and Robert Norman — sued.
The named defendants, Novell’s Board, Attachmate and Elliott Associates, all moved to dismiss on summary judgment. Attachmate and Elliott succeeded and get to waltz away, but Novell’s board is left on the hook will have go to trial on the shareholders’ claim that the board breached its fiduciary duty, acting in bad faith, a Delaware Court of Chancery judge has ruled [PDF]. I have it as text for you.

Specifically, they claim that Novell favored Attachmate over other bidders, especially a “Party C”, and the judge, under Delaware’s reasonable ‘conceivability’ standard, denied summary judment with respect to the board and decided there will need to be a trial.

“Party C, a private equity firm” ended up with Attachmate at the end of negotiations as the two bidders still standing. Party C actually bid a bit higher than Attachmate. But the allegation is that Attachmate was favored with information that Party C was not given, such as a bid by a Microsoft consortium to buy Novell’s patents, and various other maneuvers that ensured the Attachmate deal prevailed. After Microsoft stepped in with an offer to buy the patents, Attachmate’s deal was better than Party C’s. But, the judge points out, if Novell had told Party C about the offer, it logically might have offered more to match or exceed Attachmate’s bid…

Here’s some background:

As 2010 ended, everyone was digesting the news of Novell’s acquisition by Attachmate, valued at more than $2 billion, and would soon digest the news that Microsoft was acquiring many of Novell’s patents. There were many people who noted that all the signs were there that Novell wouldn’t be sustainable as an independent company. Still, as Groklaw confirms, in 2011 a group of shareholders found the deal to “smell funny” and filed suit. And now, after all this time, the Novell board has to go to trial to address the claims.

Don’t forget the monkey business.

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 2/9/2014: GNU/Linux in BBC, Calls Against systemd

    Links for the day



  2. Links 1/9/2014: Poettering on systemd, ITNews on DBMSs

    Links for the day



  3. Moving Away From Windows to GNU/Linux and the Abandonment of Windows as the Modest Proposal These Days

    Morale of GNU/Linux and an embrace of GNU/Linux is very high, despite recent propaganda from Microsoft MVPs and boosters (primarily security-themed and Munich-themed FUD)



  4. Korean Press Slams Microsoft Over Patent Extortion Against Linux/Android as New Abuses Resurface

    Harsh words from the national press of South Korea as Nokia's role in Microsoft's anti-Linux tactics becomes more apparent



  5. More Good News About Patents and Their Demise in the United States

    A roundup of news about software patents and patent trolls in the land where these thrive



  6. Links 31/8/2014: Linux 3.12.27, Akademy 2014

    Links for the day



  7. Links 30/8/2014: Jailhouse 0.1, *buntu 14.10 Beta

    Links for the day



  8. Links 28/8/2014: Many New Games, CTO of Red Hat Steps Down

    Links for the day



  9. We Are Gradually Winning the Battle Against Software Patents

    The once-elusive war on software patents is finally leading to some breakthrough and even the Federal Circuit reinforces the trend of software patents' demise



  10. Free/Open Source Software (FOSS) Companies Versus FOSS Moles (VMware, Sonatype, Xamarin)

    A look at three entities which pretend to be pro-FOSS but are actually FOSS-hostile and very much determined to replace FOSS with proprietary software



  11. Links 27/8/2014: GNU/Linux in Space, China, LinuxCon

    Links for the day



  12. FUD Against Google and FOSS Security Amid Microsoft Windows Security Blunders

    In the age of widespread fraud due to Microsoft Windows with its back doors there is an attempt to shift focus to already-fixed flaws/deficiencies in competitors of Microsoft



  13. Microsoft Spin Watch: IDG Turns to More Microsoft Propaganda, Hires Microsoft Boosters

    Media in Microsoft's pocket is telling Microsoft's lies and deceives the public for Microsoft's bottom line



  14. Microsoft's Massive Tax Evasion Becomes Better Known

    A new report about Microsoft's admission that it plays dirty tricks with tax (sometimes using moles in government) is increasing awareness of Microsoft's criminal aspects



  15. Links 25/8/2014: China's Linux Revolution Imminent

    Links for the day



  16. Links 24/8/2014: GNU/Linux Specialisation and Benchmarks

    Links for the day



  17. Links 23/8/2014: GNU/Linux Growth

    Links for the day



  18. Microsoft-Funded Attacks on Android Security and Patent/Copyright

    A look back at examples of people who smear Android and are receiving (or received) money from Microsoft



  19. Blowback in Chile and Munich After Microsoft Intervention

    Microsoft's attacks on the digital sovereignty of countries involves lobbying, corruption, an attack on standards (e.g. ODF), an attack on FOSS policies, and even an attack on accurate reporting (truth itself)



  20. The End of Microsoft is Nigh

    A look back at a tough year for Microsoft and a not-so-promising future



  21. Links 22/8/2014: Linux Foundation LFCS, LFCE

    Links for the day



  22. UPS Burned by Microsoft Windows, Gives Away Massive Number of Credit Card Details

    UPS is the latest victim of Microsoft's shoddy back door with software on top of it (Windows); attempts to blame FOSS for data compromise actually divert attention from the real culprit, which is proprietary software



  23. Microsoft's Funding of ALEC and Other Systemic Corruption

    Microsoft role in writing of laws by proxy, via groups such as ALEC



  24. Microsoft is Still Preying on British Taxpayers, Playing Politics

    Some news from the UK showing how Microsoft uses politics to extract money out of taxpayers, irrespective of their preferences



  25. Microsoft's Patent Troll Intellectual Ventures is Collapsing as 20% of Staff Laid Off

    More good news regarding the demise of patents as Microsoft's leading patent proxy is collapsing more rapidly than anyone ever imagined and software patents too are collectively doubted



  26. Links 21/8/2014: Conferences of Linux Foundation, Elephone Emerges

    Links for the day



  27. Links 20/8/2014: Linux Event, GNOME Milestone

    Links for the day



  28. Corruption Watch: Microsoft Lobbying Designed to Kill Chile's Free Software Policy and Promote Microsoft With Subsidies, More Dirty Tricks Emerge in Munich

    icrosoft is systematically attacking migrations to GNU, Linux and Free software, using dirty tricks, as always



  29. Vista 8 Such a Disaster That Even Microsoft Cannot Cope With It, Vapourware Tactics Start Early

    Microsoft's Windows-powered services are failing and Windows gets bricked by Microsoft patches, whereupon we are seeing yet more of Microsoft's vapourware tactics (focusing in imaginary, non-existent versions of Windows)



  30. On BlackBerry and Other Patent Trolls

    A roundup regarding patent trolls, starting with the bigger and latest joiner, BlackBerry's new patents apparatus


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