The Freeland File
Aerospace & Defense
Global Market Data
Lucy P. Marcus
The Great Debate
Macro & Markets
Lipper Awards 2012
Personal Finance Video
"Star Wars" creator George Lucas engaged to businesswoman
03 Jan 2013
Alleged Ohio rapists may not get fair trial: defendant's lawyer
Congress approves Storm Sandy relief amid anger over delay
Ex-film star Bardot may seek Russian nationality
Stocks, Treasuries yields up on U.S. data
”Fiscal cliff” tumble looms despite Senate efforts
French court rejects 75 percent millionaires’ tax
Gun purchasers set new record in December: FBI
Our day's top images, in-depth photo essays and offbeat slices of life. See the best of Reuters photography. See more | Photo caption
Portfolio: Mike Cassese
A showcase of the best images from Reuters photographer Mike Cassese, who passed away on December 27, 2012. Slideshow
A dozen devout Jewish men meet weekly for yoga at a studio near Jerusalem. Slideshow
Novell's board must face investor suit over Attachmate sale
NY pension fund sues Qualcomm for political records
Thu, Jan 3 2013
GM could face $918 million hit from bankruptcy-related lawsuit
Thu, Jan 3 2013
Porsche wins dismissal of U.S. hedge fund lawsuit over VW
Thu, Dec 27 2012
New Jersey pension fund sues NYSE Euronext on ICE deal
Mon, Dec 24 2012
Kodak in $525 million patent deal, eyes bankruptcy end
Wed, Dec 19 2012
Analysis & Opinion
NY pension fund’s bold tactic to force campaign spending disclosure
Judge in gargantuan Google privacy class action: No harm, no case
Global Deals Review: 2011 Q3 »
Global Deals Review: 2011 Q2 »
Global Deals Review »
Inflows Outflows »
Investing and Taxes Simplified »
WILMINGTON, Delaware |
Fri Jan 4, 2013 11:07am EST
WILMINGTON, Delaware (Reuters) - Novell Inc directors who approved the information technology company's 2010 sale for $2.2 billion must defend a lawsuit that alleges they unfairly favored Attachmate Corp over other bidders.
The shareholders brought a reasonably conceivable claim that the directors acted in bad faith based on their "unexplained, extremely favorable treatment of Attachmate," Delaware Court of Chancery Judge John Noble wrote in a 50-page opinion. His ruling on Wednesday will allow the case to proceed.
Novell's board agreed in November 2010 to sell the company to Seattle-based software firm Attachmate for $6.10 per share. As part of the deal, Novell also agreed to sell a collection of patents to a group led by Microsoft Corp for $450 million.
Novell shareholders, led by pension funds for Oklahoma firefighters and Louisiana police, sued and alleged that the board did not allow another potential buyer, which initially had the higher bid, to partner with others as Attachmate did. Attachmate was also told of the simultaneous patent sale, while the other bidder was not.
Bret Fitzgerald, a spokesman for Novell, which is based in Waltham, Massachusetts, did not immediately respond to a request for comment.
Judge Noble refused the directors' request for an early dismissal, and the case will now proceed to trial where the defendants can present evidence and testimony to counter the plaintiffs' claims. Many investor lawsuits settle after surviving a motion to dismiss.
However, Noble did dismiss claims against Attachmate and Elliott Associates. The hedge fund had been accused of gaming the sale of Novell to get what plaintiffs said was nearly $10 per share for its 7 percent stake in the company. Elliott's unsolicited bid for Novell jump-started the sale process and the hedge fund helped finance the deal with Attachmate.
(Reporting By Tom Hals in Wilmington, Delaware; Editing by Nick Zieminski)
Global Deals Review: 2011 Q3
Global Deals Review: 2011 Q2
Global Deals Review
Investing and Taxes Simplified
Related Quotes and News
We welcome comments that advance the story through relevant opinion, anecdotes, links and data. If you see a comment that you believe is irrelevant or inappropriate, you can flag it to our editors by using the report abuse links. Views expressed in the comments do not represent those of Reuters. For more information on our comment policy, see http://blogs.reuters.com/fulldisclosure/2010/09/27/toward-a-more-thoughtful-conversation-on-stories/
Back to top
New York Legal
Support & Contact
Connect with Reuters
Our Flagship financial information platform incorporating Reuters Insider
An ultra-low latency infrastructure for electronic trading and data distribution
A connected approach to governance, risk and compliance
Our next generation legal research platform
Our global tax workstation
About Thomson Reuters
Thomson Reuters is the world's largest international multimedia news agency, providing investing news, world news, business news, technology news, headline news, small business news, news alerts, personal finance, stock market, and mutual funds information available on Reuters.com, video, mobile, and interactive television platforms. Thomson Reuters journalists are subject to an Editorial Handbook which requires fair presentation and disclosure of relevant interests.
NYSE and AMEX quotes delayed by at least 20 minutes. Nasdaq delayed by at least 15 minutes. For a complete list of exchanges and delays, please click here.