HP pursues Autonomy allegations via the UK's Serious Farce Office. Collapse of case all but guaranteed.

Mar 13, 2013

HP paid US$11.1 billion for a Autonomy in the summer of 2011 then, in November last year, wrote down its value by $8.8 billion. Now HP's in an investor-inspired funk and casting about for a scapegoat to blame for the massive cock-up - outside ithe ranks of its own senior management of course, where the real blame for the fiasco may well lie.

In Britain the SFO is generally referred to as the "Serious Farce Office" or "Seriously Flawed Office" so dismal and feeble have its efforts been in bringing its prosecutions to successful conclusions. And, given that the average length of a case involving the apparatchiks at the SFO is six years before it comes to trial, a good many of us will be spending more time with our families or even pushing up the daisies before this one finishes - provided, that is, it ever starts.

As recently as last year, the UK's current Home Secretary, (Interior Minister), Theresa May, proposed that the SFO should be broken up, but it's still there, sat fatly not doing anything much except for making yet more glaring errors. In February the British High Court ruled that search warrants issued to the SFO as part of its investigation into an allegedly huge property fraud by the Tchenguiz brothers were unlawful and obtained by "misrepresentation".

In point of fact, HP's action, trumpeted and re-trumpeted around the world at large by the company's phalanx of spin doctors, comes just days before its AGM. That is expected to be a fractious affair and the timing of the announcement seems , as much as anything, to be designed as a ploy to divert shareholder anger and unrest away from the HP management team and on to the alleged financial malfeasance allegedly practiced by Autonomy's top executives in general and Mike Lynch, its former CEO, in particular.

Meg Whitman, HP's current CEO, took over when her predecessor, Leo Apotheker, was, expensively, slung out on his ear because he championed the Autonomy acquisition (and let us not ever forget a that HP's entire board of director's voted unanimously to buy Autonomy) and Ms. Whitman herself continues to claim that Autonomy (or what's left of it) remains a "vital part of the company's future."

So it's not Autonomy's products, skill set and IPR that is so exercising the HP top brass, it is that they overpaid when buying an asset and are now squealing about it and threatening retribution on the team that sold them the company. They seem to think that good old "caveat emptor" simply doesn't apply to them.

The fact is that HP, anxious, riven with internal bickering and jockeyings for power and under pressure to do something to get the share price up, bought a foreign company in a sector about which it knew very little; enterprise search and knowledge management applications using adaptive pattern recognition techniques that originally had been developed by scientists at Cambridge University in England.

Autonomy's technology "understands" all forms of unstructured information, including text, voice, and video, and based on that "understanding" performs automatic operations, infers what a user wants and, within the bounds of that "understanding of consumer behaviour, then finds, sorts and presents to the user other information that should be interest.

Due diligence was undertaken by some of the world's biggest and best accountancy practices and the acquisition went forward despite the gasps of disbelief when the purchase price was announced.

On 29 November 2011, HP announced it's new data analytics product, "HP Next Generation Information Platform", based Autonomy’s unstructured data analytics engine. It was part of HP's "Big Data" strategy strategic as the compamy moves to focus on on enterprise software, and enterprise integration solutions and services. The idea, and it is a good one, is that the new platform platform will combine structured data with the unstructured information that comprises some 80 per cent of the data on the web and manipulate them in a unified way.

However, back at Palo Alto, and once it got it's hands on Autonomy, HP quickly moved to corporatise its new subsidiary and in so doing knocked the innovative stuffing out of it. It was readily evident that the parent company had no idea how to grow the Autonomy division, and so it was left to wither on the vine and then, in another panicky knee-jerk reaction the value of Autonomy's world-beating software was destroyed when HP declared a huge write-down in it's new subsidiary's value.

Many analysts and investors think the write-down was undertaken principally to disguise serious failings of upper management within HP and the SFO announcement, coming as it does just before the AGM, looks like the same thing again but this time writ small.

In a regulatory filing HP reports that it received a communication from the SFO on February 6 indicating that it has opened an investigation into HP's allegations. Then, just yesterday, the SFO announced that it may not to be able to investigate the Auonomy deal after all.

The reason? A conflict of interest. Yes, the SFO uses Autonomy software and pays over $800,000 per annum in fees for the privilege! What's more, the two US law firms heading-up HP's action against Autonomy, Morgan Lewis and the Freshfields Bruckhaus Deringer, (an explosive combination if ever there was one) also rely on Autonomy software.

Meanwhile what MIke Lynch calls "the internecine warfare" within HP continues apace as executives duck, dive and dissemble to ensure they don't get the blame for anything.

You couldn't make this up, and I'm not.

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