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Novell The Courts

Shareholders Sue Novell Board 37

Posted by samzenpus
from the take-them-to-court dept.
dgharmon writes "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 sued. 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 judgement with respect to the board and decided there will need to be a trial."
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Shareholders Sue Novell Board

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  • by tysonedwards (969693) on Monday January 07, 2013 @08:55AM (#42504085)
    Except, typical M&A deals typically provide indemnity protection to allow the acquiring entity to protect their investment within said company. I am sure that Microsoft would be more than happy to throw money into the defense of the former Novell executives to ensure that their patent portfolio is secured.

    At which point, all will be right with the world as those wonderful, upstanding members of society that put themselves through law school to protect and serve the under trodden multinational corporations will finally be able to provide for their families.
  • Re:Sweet (Score:5, Insightful)

    by tnk1 (899206) on Monday January 07, 2013 @09:56AM (#42504709)

    I don't know if you really want that. Management can be big douchebags, but they're often big douchebags on behalf of the shareholders who want their stock to return money to them.

    I know of one company that I have had dealings with that nearly sold itself to a competitor with full knowledge that the competitor would take their customers and lay everyone off shortly after. This was because the shareholders wanted their money back and were tired of waiting, so they wanted the liquidity back, even though the company had finally reached profitability.

    Mind you, given how long it took for the company to become profitable, and the lackluster share price, I was not entirely appalled at the action, but shareholders are not your friends, or even the friends of good business practices, necessarily. Much of it depends on the shareholder personally and what their stake in the company is.

  • Re:Sweet (Score:4, Insightful)

    by nedlohs (1335013) on Monday January 07, 2013 @10:23AM (#42505057)

    But that's how it should be.

    If I run a corner store and decide that I'm not making enough money for it to be worthwhile then selling my corner store for as much as I can even if that buyer is going to sack the employees, knock down the building, and build a car park. That's my choice. Whether wanting to be able to afford to retire makes me an asshole or not is unrelated to the fact that being an jerk should be my choice.

    Shareholders in larger company are the same - if they want to exit and get as much money as they can for the business that's their choice.

  • Re:Sweet (Score:4, Insightful)

    by tnk1 (899206) on Monday January 07, 2013 @11:14AM (#42505713)

    That is definitely their choice, and their right. However, I'm not entirely convinced that is the best way to do business.

    More to the point, although I'm generally not as down on capitalism as my lefty friends, I do recognize that when someone states that we (in the sense of "the public") might want more shareholder suits, that statement should not be made so broadly. Well-run companies that are profitable and management who runs the company for long term stability and profitability have been ousted by shareholders who want to simply pillage customer relationships and fire sale the assets. One tool in use for that is the minority shareholder lawsuit.

  • by rueger (210566) * on Monday January 07, 2013 @11:18AM (#42505753) Homepage
    Seriously, I thought they had disappeared along with Pets.com..... any company that could destroy WordPerfect deserves to die.

"If that makes any sense to you, you have a big problem." -- C. Durance, Computer Science 234

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