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| "Some Foreign Regulators Have Initiated Or ... May Initiate Legal Actions Against Us..." |
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Wednesday, May 18 2005 @ 07:17 PM EDT
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SCO would like somebody to buy some stock, so it has filed a prospectus with the SEC, and after reading their tales of woe, I'm sure you will not hesitate to give them a hand. The document is called "A Post-Effective Amendment No. 1 to Form S-3 on Form S-1." But what I found stood out the most was this simple sentence, which I don't recall seeing earlier: In addition, regulators or others in the Linux market and some foreign regulators have initiated or in the future may initiate legal actions against us, all of which may negatively impact our operations and future operating performance. Do you remember seeing that before? I don't. [UPDATE: I see some are jumping off a cliff over on Slashdot. Don't overread. Groklaw, for those who are new, is a working research site. We work in public. This is a request for volunteers to check earlier filings. Note that the word SEC does not appear in this article anywhere. The wording that was new to me is "and some foreign regulators". If you cross check it with the wording here, for example, you will see the difference.]
[2nd UPDATE: SCO has put out a statement that there is no SEC investigation, and it added this about the language that seemed new to me: "About two years ago, there was some initial legal activity in Germany and in Australia," said SCO spokesman Blake Stowell. "Because of that, for about the last six quarters or so, we have put those exact words in our quarterly SEC filings." So I checked. I believe Mr. Stowell is mistaken. Similar language first appeared in quarterlies in the January 31, 2005 10Q, as far as our investigation can find, not earlier. Here is the previous language we have found so far, with urls so you can do your own checking: -
10Q For the quarterly period ended July 31, 2004 --
In addition, other regulators or others in the Linux community have initiated or in the future may initiate legal actions against us, all of which may negatively impact our operations or future operating performance.
-
10Q/A For the quarterly period ended July 31, 2004 (filed
04/01/2005) --
In addition, other regulators or others in the Linux community have initiated or in the future may initiate legal actions against us, all of which may negatively impact our operations or future operating performance.
-
10Q For the quarterly period ended April 30, 2004 --
In addition, other regulators or others in the Linux community have initiated or in the future may initiate legal actions against us, all of which may negatively impact our operations or future operating performance.
-
10Q/A For the quarterly period ended April 30, 2004 (filed April 1, 2005) --
In addition, other regulators or others in the Linux community have initiated or in the future may initiate legal actions against us, all of which may negatively impact our operations or future operating performance.
-
10Q For the quarterly period ended JANUARY 31, 2004 --
In addition to these above-mentioned actions, other regulators or others in the Linux community may initiate legal actions against us, all of which may negatively impact our operations or future operating performance.
-
10Q/A For the quarterly period ended January 31, 2004 (filed 4/1/2005 ) --
In addition to these above-mentioned actions, other regulators or others in the Linux community may initiate legal actions against us, all of which may negatively impact our operations or future operating performance.
-
10Q For the quarterly period ended JULY 31, 2003 --
In addition to these above-mentioned actions, other regulators or others in the Linux community may initiate legal actions against us, all of which may negatively impact our operations or future operating performance.
So, it seems the exact words about foreign regulators did not appear in all their 10Qs for the last 6 quarters or so, unless I'm missing something. If you can find it, send it to me and I'll gladly post it. But I can't find anything prior to January of 2005. The question is, what does it mean, if anything? Only SCO can explain. I'm just noting the language. And my eternal question is this: why not just tell us the truth, the whole truth, and nothing but the truth? If SCO did that, who'd need Groklaw?]
Some other new elements I noted: The resale of common shares by BayStar Capital II, L.P., the selling stockholder ("BayStar"), may have an adverse impact on the market value of our stock and the existing holders of our common stock.
We previously had an effective registration statement on Form S-3 relating to the sale or distribution by BayStar as a selling stockholder of the 2,105,263 shares of common stock issued to BayStar in connection with our repurchase completed in July 2004 of all Series A-1 shares previously held by BayStar. When we failed to file our Form 10-K in a timely fashion, we became ineligible to use Form S-3, our registration statement ceased to be effective and BayStar's ability to resell shares pursuant to that registration statement terminated. This prospectus is part of this registration statement on Form S-1, which is a post-effective amendment to the previous Form S-3, to register the resale of BayStar's shares. Upon this registration statement being declared effective by the SEC, BayStar will again be able to resell its shares. The shares that may be sold or distributed pursuant to this registration statement, upon being declared effective by the SEC, will represent approximately 6 percent of our issued and outstanding common stock. The sale of the block of stock to be covered by this registration statement, or even the possibility of its sale, may adversely affect the trading market for our common stock and reduce the price available in that market.
Our stock price could decline further because of the activities of short sellers.
Our stock has attracted the interest of short sellers. We believe the activities of short sellers have in the past and could in the future further reduce the price of our stock or inhibit increases in our stock price. There is also this: Recent Developments. As described elsewhere in this prospectus, we issued shares and granted options under our Equity Compensation Plans without complying with registration or qualification requirements under federal securities laws and the securities laws of certain states. As a result, certain plan participants have a right to rescind their purchases of shares under the Equity Compensation Plans or recover damages if they no longer own the shares or hold unexercised options, subject to applicable statutes of limitations. Although we are evaluating the possible actions we may take in response to these securities law compliance issues, we may make a rescission offer to certain plan participants entitled to rescission rights subject to obtaining required regulatory approvals. If our potential rescission offer is made and accepted by all plan participants holding certain ESPP shares and all shares acquired from the exercise of stock options, or such participants otherwise make rescission claims against us, we could be required to make aggregate payments to these plan participants of up to $893,000. This amount is based on shares issued pursuant to the ESPP and shares issued upon the exercise of stock options that have been retained by plan participants as of January 31, 2005 and excludes interest and other charges we may be required to pay. We may face additional rescission liability to plan participants holding unexercised stock options in California, Georgia and possibly other states, and regulatory authorities also may require us to pay fines or impose other sanctions on us. The gloom of the filing is punctuated throughout with guesses as to what the problem might be. It's all Linux's fault, don't you know, but Novell is to blame too, they say, and others in the Linux community. That's why their SCOsourse offer isn't being snapped up. They so lack any self-awareness, these guys. They spent money on lawyers like a drunken sailor, and now it's Novell and Linux's fault they are running out of money. I can say amen to this part, though: We are unlikely to generate significant revenue from our SCOsource business unless and until we prevail in our SCO Litigation. Additionally, the success of these initiatives may depend on the strength of our intellectual property rights and contractual claims regarding UNIX, including the strength of our claim that unauthorized UNIX source code and derivative works are prevalent in Linux. Finally. They understand. It's the bottom line. Unless their claims are backed up with proof and they prevail in the courtroom, it's unlikely anyone will be interested in a SCOsource license. That's how it works. You have to actually have a legal claim, for starters. Then you have to demonstrate that you have a legitimate claim. If you don't, there is a very good chance that no one will take your bullying seriously. And that is exactly what happened. No one did this to SCO. They did it to themselves. And that is the horrific part. It's been like watching a kidnapping, followed by a suicide by cops. It is sad and it makes no sense, but you can't stop watching. But watching doesn't cause or assist in the destruction, not even if you shared your thoughts with the neighbors while you were watching. Nobody made SCO follow this course. Now that it hasn't worked out well for them so far, a sane response would be to stop and alter course. Isn't that what you do when a plan fails in your life? But no. SCO is looking around for someone to blame, instead. That is how this filing reads to me. But read it for yourselves. You can form your own impressions.
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 07:59 PM EDT |
---
--Bill P, not a lawyer. Question the answers, especially if I give some.[ Reply to This | # ]
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- Corrections, if any are needed - Authored by: Anonymous on Wednesday, May 18 2005 @ 08:10 PM EDT
- Corrections, if any are needed - Authored by: fjaffe on Wednesday, May 18 2005 @ 08:11 PM EDT
- a -> to - Authored by: Anonymous on Wednesday, May 18 2005 @ 08:12 PM EDT
- SCOsourse offer - Authored by: Anonymous on Wednesday, May 18 2005 @ 09:10 PM EDT
- Corrections, if any are needed - Authored by: Anonymous on Wednesday, May 18 2005 @ 09:48 PM EDT
- Corrections, if any are needed - Authored by: Anonymous on Wednesday, May 18 2005 @ 10:44 PM EDT
- Corrections, if any are needed - Authored by: Anonymous on Thursday, May 19 2005 @ 09:22 AM EDT
- SEC - Authored by: Anonymous on Thursday, May 19 2005 @ 06:36 PM EDT
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 08:14 PM EDT |
First - finally!
Second - who finally initiated it? Everybody on the SCOX finance board has seen
blatant manipulation. Every night, the stock goes up. Right after bad news -
the stock goes up.
The stockmarket often does not make much sense, but given the extreme amount of
information that is available about what SCOX has been doing, who would be
investing in this company besides, perhaps, Canopy?
You remember Vultus? That was the company that made only Windows products, was
in the same building SCO was, and was entirely owned by Canopy. Why did a Unix
company that was owned mostly by Canopy buy what appeared to be a completely
worthless company that was entirely owned by Canopy? The only explanation I
could figure out was to fleece investors buy turning stock into cash to enrich
Canopy at the expense of the SCOX investors.
Also, Vultus was a worthless company apparently, because SCOX wrote off the deal
entirely as a loss.[ Reply to This | # ]
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- Canopy? - Authored by: RFD on Wednesday, May 18 2005 @ 08:24 PM EDT
- Canopy? - Authored by: Anonymous on Wednesday, May 18 2005 @ 08:41 PM EDT
- Canopy? - Authored by: Anonymous on Wednesday, May 18 2005 @ 08:52 PM EDT
- Canopy? - Authored by: Anonymous on Thursday, May 19 2005 @ 08:19 AM EDT
- Regulators *Have* Initiated?.... - Authored by: inode_buddha on Wednesday, May 18 2005 @ 08:30 PM EDT
- Re investing in SCOX. How can any be seriously accused of fleecing fools ? - Authored by: Anonymous on Wednesday, May 18 2005 @ 09:58 PM EDT
- Linux market Regulators? - Authored by: meshuggeneh on Wednesday, May 18 2005 @ 10:35 PM EDT
- Australia - Authored by: Anonymous on Thursday, May 19 2005 @ 10:25 AM EDT
- SCO Denies SEC investigation - Authored by: Anonymous on Thursday, May 19 2005 @ 07:50 PM EDT
- Red Hat - Authored by: Anonymous on Thursday, May 19 2005 @ 09:10 PM EDT
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| Authored by: kb8rln on Wednesday, May 18 2005 @ 08:24 PM EDT |
The reason the SCOX is still at 4 dollars is because before the linux court
thing started the stock was about 1 dollar a share then it was join 4 to 1. So
now it is was worth 4 dollars. I can not see anyone the holding the stock for
any other reason. I bet people that do have loans from banks and can not leave
the stock go below say 3.5 if they do there bank loans get called in. The
volume is so low that anyone selling can not low the stock because any one with
loans on this stock need it at 4 dollars.
Enjoy,
Richard Rager
---
Director Of Infrastructure Technology (DOIT)
Really this is my Title so I not a Lawyer.
[ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 08:31 PM EDT |
I'm not going to bother checking line by line, but *at least* some of it is in
previous SCO filings.
I remember repeatingly pointing at the $893K and it's effect on the balance
sheet, when they did their amended filings etc. - but nobody seemed interested
at the time.
Quatermass
IANAL IMHO etc[ Reply to This | # ]
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| Authored by: ravenII on Wednesday, May 18 2005 @ 08:32 PM EDT |
Our SCOsource business now includes seeking to enter into license agreements
with UNIX vendors and offering SCOsource IP licenses or agreements to Linux and
other end users allowing them to continue to use our UNIX source code and
derivative works.
When did this happen. Bite the hand that feeds you and then try to kiss it. This
is not a drama, but a cartoon show!
ravenII
---
"Snowflakes are one of nature's most fragile things,
but just look what they can do when they stick together."[ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 08:34 PM EDT |
I vaguely remember some reference to regulators in India taking some action over
something.
Man, that's vague, but my memory isn't very good.
I believe it was mentioned either in the last conference call or the last set of
financial reports around the time of the potential delisting. I don't have time
to search right now.
Bill Sylvester
[ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 08:45 PM EDT |
Shouldn't that read "intellect"?[ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 08:45 PM EDT |
| They understood a long time ago, IMHO. Finally they have to admit it on
paper.
MSS [ Reply to This | # ]
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| Authored by: Tufty on Wednesday, May 18 2005 @ 08:45 PM EDT |
Anyone any clearer thoughts on who these might be if they are new players?
I still can't help thinking we had some distraction fom a big wookie and we
should have been watching something. Just a feeling, a nagging doubt.
---
There has to be a rabbit down this rabbit hole somewhere!
Now I want it's hide.[ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 08:54 PM EDT |
not seen a note here yet but groklaw got a positive mention on msnbc.com today.
you can check it out at
http://www.msnbc.msn.com/id/7872372/#050518a
[ Reply to This | # ]
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| Authored by: arch_dude on Wednesday, May 18 2005 @ 08:57 PM EDT |
"In addition, regulators or others in the Linux market and some foreign
regulators have initiated or in the future may initiate legal actions against
us, all of which may negatively impact our operations and future operating
performance."
I just do not understand this statement. If a regulator has initiated a legal
action then SCOG must know about it and must identify each and every such
action, with specificity, as part of this report. How can they possibly get away
with a vague statement like this?!
For the "in the future" part they could conceivably avoid specifics,
but not for actions that have already been initiated at the time ofthe
statement.[ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 08:59 PM EDT |
PJ next time you need a smile (or a pick me up) just re-read what SCO filled.
It is nice to see (from SCO's own mouth) why the went after linux in the first
place, if you read between the lines.
[ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 09:25 PM EDT |
Vista.com & SCO Reverse Merger info link
http://www.threenorth.com/sc
o/vista_sco.html
A quick quote:
"It turns out that there are a
number of indications that Vista.com's revers merger (with Energy Source) is an
attempt to get another cash infusion into SCO--likely a successful one." -- [ Reply to This | # ]
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| Authored by: major_figjam on Wednesday, May 18 2005 @ 09:26 PM EDT |
Its on Page 44 of the last 10K.
Word for word.[ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 09:41 PM EDT |
Unable to use my Login
Brian S. [ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 09:42 PM EDT |
"In addition, regulators or others in the Linux market and some foreign
regulators have initiated . . . "
So who has initiated the action? US regulator? Foreign regulators?
"others" in the Linux market? What others? What does it mean to be
"in the Linux market?"[ Reply to This | # ]
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| Authored by: joe_param on Wednesday, May 18 2005 @ 09:48 PM EDT |
Could the recent assault on PJ be a deflection/deviation for this filing?
This would have coincided with the publication of part 2. I can't help but
wonder.
Is it me or is there a problem with the logic in the
following 3 statements found in the filling.
We do not have a
history of profitable operations.
We may not prevail in our SCO
Litigation, which may adversely affect our business.
Our future
success depends to a significant extent on the continued service and
coordination of our management team, particularly Darl C. McBride, our President
and Chief Executive Officer.
** scratchs head **
cheers
joe
[ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 10:38 PM EDT |
| When we failed to file our Form 10-K in a timely fashion, we became
ineligible to use Form S-3, our registration statement ceased to be effective
and BayStar's ability to resell shares pursuant to that registration statement
terminated. This prospectus is part of this registration statement on Form
S-1, which is a post-effective amendment to the previous Form S-3, to
register
the resale of BayStar's shares. Upon this registration statement being
declared
effective by the SEC, BayStar will again be able to resell its shares.
Pure
speculation on my part, but could their failure to file have been
intentional?
Did their stock price stabilize any during the time that Baystar
supposedly
could not sell their shares? I don't know the dates, but it would be
interesting to see. Afterall, you have to admit, this would be a pretty slick
way
to stop wholesale dumping of a lot of shares you knew were being unloaded
regularly. If Baystar was actively dumping them as I suspect they were.
[ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 10:45 PM EDT |
<i>They so lack any self-awareness</I>
I don't know if they lack self-awareness or not, but a lot of what they say in
here, they have to try and spin as much as possible. I can't believe these
people are so clueless that they don't see exactly what is happening. It's just
in public, they have to sleep in the bed they made and act and say things like
they are doing. And if they are so clueless, how come so many totally clueless
people are able to get themselves installed into these positions to make
millions? I don't know about anyone else, but I'd be happy with just a small,
tiny, fraction of the money these people have wasted and appear to be
earning.
Then again, it may have nothing to do with lack of intelligence, and
everything to do with a lack of morals, compassion, empathy, or concern for
others. I suppose greed can do that to people. It's a sad thing to see. [ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 11:24 PM EDT |
The verbiage in the latest SEC filing about the 10-K being late is correct in
saying that SCO must now use a long S-1 form instead of the much shorter S-3
form. However that verbiage is ludicrous in claiming that the repurchase
agreement was suddenly invalid because the 10-K was late. The original S-3 was
never approved by the SEC so therefore the repurchase agreement was never
closed.
So, SCO is now starting the approval process all over again by filing a S-1
asking the SEC to approve the repurchase agreement. This agreement is asking for
approval to sell the whole 2,105,263 shares. Using SCO's late 10-K logic the
repurchase agreement became invalid when the 10-K became late. Shares sold
before that date were sold legally. SCO would only need to file a S-1 to cover
the shares that BayStar still held on the date that the S-3 suddenly became
invalid.
This S-1 seems to ignore the fact that at least 634,610 shares of the 2,105,263
issued under the S-3 agreement that was never approved by the SEC have already
been sold illegally. Shouldn't the forward statements include the risk of the
SEC coming down on SCO with both feet.
----------------------
Steve Stites[ Reply to This | # ]
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- Nice try - Authored by: Anonymous on Thursday, May 19 2005 @ 08:51 AM EDT
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 11:24 PM EDT |
They use 'SCO Litigation' as if it is a product.
" until we prevail in our SCO Litigation"... why not say
it as "until we prevail in our Litigation with IBM", or
something like that... why is it a SCO litigation?
Of course, it must be version 1.0, and everyone knows that
you should always wait for the next release because 1.0
versions suck.
Maybe they can even white box it.
[ Reply to This | # ]
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| Authored by: Anonymous on Wednesday, May 18 2005 @ 11:27 PM EDT |
But, in the meantime, they're doing everything they can to delay a resolution.
More double talk. [ Reply to This | # ]
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| Authored by: Bill The Cat on Wednesday, May 18 2005 @ 11:36 PM EDT |
Ref: Page 26 of their prospectus...Revenue generated from our UNIX
business and SCOsource business is as follows:
2005
Change 2004
SCOsource revenue $70,000 250%
$20,000OK, that's $70,000 in SCOsource revenue but from what?
Is anybody buying Linux licenses or is this from some other IP product? Their
SCOsource revenue is up 250% since 2004 which is significant considering all
their statements in this document about people not buying into their license
scheme. This may not come out right as I couldn't for the life of me figure
out how to keep the lines from breaking. Even the code tag failed during
previews. ---
Bill Catz [ Reply to This | # ]
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| Authored by: OmniGeek on Wednesday, May 18 2005 @ 11:39 PM EDT |
When you find yourself in a hole, Rule 1 is, Stop Digging.
SCO's leaders have never managed to get their greedy, twisted minds around this
simple and obvious principle, which is why the hole is getting deeper and SCO is
going under.
---
My strength is as the strength of ten men, for I am wired to the eyeballs on
espresso.[ Reply to This | # ]
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| Authored by: Eric Damron on Wednesday, May 18 2005 @ 11:49 PM EDT |
"Now that it hasn't worked out well for them so far, a sane response would
be to stop and alter course."
I don't think that they can. I mean I think it's too late. I don't think they
can go back to business as usual. Starting litigation against their own
customers was the kiss of death.[ Reply to This | # ]
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| Authored by: blacklight on Thursday, May 19 2005 @ 12:14 AM EDT |
"We are unlikely to generate significant revenue from our SCOsource
business unless and until we prevail in our SCO Litigation." SCO SEC
filing
Well, that's a change from SCOG's previous statements that SCOSource revenues
are unpredictable. What we have here is an admission by SCOG that SCOSource
revenues are predictable and that they are expected to be close to zero.[ Reply to This | # ]
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| Authored by: webster on Thursday, May 19 2005 @ 12:20 AM EDT |
In addition, regulators or others in the Linux market and
some foreign regulators have initiated or in the future may initiate legal
actions against us
Ergo [domestic] regulators (DRs) or
others in the Linux Market (OLMs) and foreign regulators (FRs) have initated
legal actions...
OR Ergo DRs or OLMs and FRs may in the future initiate
legal actions...
Ergo FRs have initated an
investigation at the behest of OLMs or DRs, but they don't know
who.
---
webster [ Reply to This | # ]
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| Authored by: NZheretic on Thursday, May 19 2005 @ 12:21 AM EDT |
| 12 Aug 2003 : False Claims Act and
Qui Tam.
[ Reply to This | # ]
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| Authored by: blacklight on Thursday, May 19 2005 @ 12:29 AM EDT |
"Now that it hasn't worked out well for them so far, a sane response would
be to stop and alter course. Isn't that what you do when a plan fails in your
life? But no." PJ
SCOG has gone too far into the litigation maze to back out quickly and
gracefully. In addition, SCOG has burned its bridges to its customers,
resellers, UNIX licensees and to the Open Source community. The reason it is so
hard for most entrepreneurial firms to succeed is that they have to devote time
ad resources to build up their credibility with customers, venture partners and
fund providers. SCOG has not only failed to develop its credibility over the
past two years, SCOG has put its own credibility to the torch. SCOG has no
choice but to continue litigating.
SCOG is trying a change of course of sorts, as evidenced by its own announcement
of white box servers.
[ Reply to This | # ]
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| Authored by: Anonymous on Thursday, May 19 2005 @ 12:35 AM EDT |
911 words in this article, PJ. Hilarious!
Were you counting words as you typed, or is this simply a very relevant
coincidence?
Has somebody called the 911 SEC line on SCO!?
[ Reply to This | # ]
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| Authored by: Anonymous on Thursday, May 19 2005 @ 12:44 AM EDT |
I was going through the filing and some stuff about the directors and executive
officers caught my eye. Except for one, they all have degrees from either BYU
or Utah State, and only Darl and one other have degrees beyond a bachelors. In
my experience, it is unusual to have such a group of home grown guys unless they
started or inherited the company, but it doesn't appear that any of them are
founders with the possible exception of Yarro. Drawing from the local talent
pool is common for non-executives, but publicly owned companies that I'm
familiar with cast a much wider net for executives and directors, and they
wouldn't be satisfied with just bachelors degrees.
[ Reply to This | # ]
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| Authored by: meshuggeneh on Thursday, May 19 2005 @ 01:17 AM EDT |
That Baystar is making up for time they lost while they were locked and selling
more than the maximum agreed upon amount, and has a ready pool of shorters on
hand to snatch it up and bail out while the bailing is good?
Maybe some of these comments have been too subtle.[ Reply to This | # ]
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| Authored by: nulleh on Thursday, May 19 2005 @ 01:45 AM EDT |
Hmmm. The "Risk Factors" statement reads like an admission of defeat -
they may not be able to become profitable by cutting costs alone (maybe some
sort of *income* is required?), they may not win all their SCO Litigation (is
this a new department there? Have they appointed a VP of SCO Litigation?).
How long until someone decides to buy them up? And who would want to? IBM?
Novell? M$?
---
__________________________
Nullboy.
My opinions are my own. I value them highly but I can't blame anyone else for
them.[ Reply to This | # ]
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| Authored by: jeffb on Thursday, May 19 2005 @ 02:48 AM EDT |
| I wouldn't put much stock in that section.
If you look at any company's S1
filing, and you'll see a section labeled risk factors that is dozens of pages
long. SCO's is only 9 pages. I've seen ones twice that size.
The risk
section tends to include every possible thing that could go wrong. One company
I worked at did an IPO, and included things like California brownouts and
earthquakes as a possible risk to the profitability.
Here is an
example. Just about any company faces many of those risks.
The idea must be
to list everything that could possibly go wrong, just to head off a shareholder
suit if that risk comes to pass.
[ Reply to This | # ]
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| Authored by: TAZ6416 on Thursday, May 19 2005 @ 02:54 AM EDT |
And no, I don't think they will win so don't flame me ;)
Lets say in
some bizarre parallel universe that they win the case because some IBM guy stuck
a bit of code from Unix into Linux as it was Friday and he was in a rush to get
home, which I think is the best they could wish for.
So if SCO knock
on a firm's door and say "Hi, you have 100 Linux servers, give me $69900"
surely all the firm has to do is say "we upgraded last week to Kernel 2.8.0.0
which took that code out so bugger off"?
Jonathan
Pal Mickey Does
DLP[ Reply to This | # ]
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| Authored by: dodger on Thursday, May 19 2005 @ 03:00 AM EDT |
SCOX stands at 3.92 at the time I am writing this. Before the lawsuit, it was
less than a dollar - like $0.86. At the current price it is five times that
low.
The company has let go of hundreds of programmers. They have made quite a
world-wide-noise (full of fury, signifying nothing) and have raised then dumped
30 million on lawyers; all of which suggests that there is less intrinsic value
now than before the lawsuit. They have only made backwards progress in their
claims.
Logic seems to suggest that the stock price should be $0.40-0.50, instead of the
5X inflated price. It would appear, however, that the volume of the trades is
next to nothing and that this lack of trading interest is responsible for
keeping the price inflated.
In the end, the stock price is no real reflection of how well a company is
doing.
[ Reply to This | # ]
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| Authored by: Anonymous on Thursday, May 19 2005 @ 03:19 AM EDT |
From the doc:
Our fiscal year ended October 31, 2003 was the
first full year we were profitable in our operating history. Our profitability
in fiscal year 2003 resulted primarily from our SCOsource licensing initiatives.
If I read that right, fleecing Sun, Microsoft and EV1 is
indeed their core competency. Methinks they should go back to those guys and
sue them for something - at least they pay up more easily for licenses they
don't need. [ Reply to This | # ]
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| Authored by: jmc on Thursday, May 19 2005 @ 03:36 AM EDT |
This seems to suggest that the D-C case is still going strong. They mention it
in several places and say they intend to pursue it.
I thought that was as good as dead?
[ Reply to This | # ]
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| Authored by: Anonymous on Thursday, May 19 2005 @ 05:36 AM EDT |
"In reviewing our intellectual property rights in 2003, we became
aware that parts of or modifications made to our proprietary UNIX source
code and derivative works have been included in the Linux operating
system without our authorization or appropriate copyright attribution. "
So,
SCO, at what point are you going to tell someone, anyone, exactly what
code that was allegedly in Linux in 2003 belongs to you? Not what you
turn up (or otherwise) after your huge fishing expedition, but the code that is
the basis for you bringing the case in the first place.
I honestly can't see
why Judges Wells and Kimball can't oblige SCO to actually provide some evidence
for these public statements, or why IBM didn't press this issue more strenuously
before the discovery became a farce. [ Reply to This | # ]
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| Authored by: Anonymous on Thursday, May 19 2005 @ 06:53 AM EDT |
If you read on page 2 that SCO will not be receiving any of these funds.. and
this number of shares being issued just happens to be the same number that
baysat was getting...
I surmise <SIC> that this is the filing for baystar...
Brian Stephens
burlybear at yahoo (the version for the great white north)[ Reply to This | # ]
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| Authored by: the_flatlander on Thursday, May 19 2005 @ 07:31 AM EDT |
PJ Wrote:
Nobody made SCO follow this course. Now that it hasn't
worked out well for them so far, a sane response would be to stop and alter
course. Isn't that what you do when a plan fails in your life? But no. SCO is
looking around for someone to blame, instead.
Which makes the
next move obvious, does it not? The SCOundrels will be suing
Linus Torvalds for tricking them by not using any of the precious UNIX
Intellectual Property, that they don't own anyway, in his operating system. It
is all Linus's fault. Had he actually used UNIX I.P., and if they actually
owned any rights to that, their plan would almost kinda have maybe sorta worked.
That ought to be worth BILLIONS.
The Flatlander
And IBM, too. They
also viciously, and with malice aforethought, tricked Caldera by intentionally
not violating their contracts even though they could have; by not violating any
contract with Caldera they cost the SCOundrels BILLIONS in court
settlements, and they should have to pay.... [ Reply to This | # ]
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| Authored by: energyman on Thursday, May 19 2005 @ 08:07 AM EDT |
Hi,
on page 9 is this jewel:
The loss or departure of any officers or key employees
could harm our ability to implement our business plan
and could adversely affect our operations. Our future
success depends to a significant extent on the
continued service and coordination of our
management team, particularly Darl C. McBride, our
President and Chief Executive Officer.
is this standard? [ Reply to This | # ]
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| Authored by: Anonymous on Thursday, May 19 2005 @ 08:17 AM EDT |
All they need to do is to print them off, one per sheet, on nice two-ply paper.
Soft, absorbent, quilted and perforated. 240 per roll.
Of course they would have to sell them at a realistic value rather than their
painted value, but I'm sure there would be a big market for them. [ Reply to This | # ]
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| Authored by: Anonymous on Thursday, May 19 2005 @ 08:32 AM EDT |
In the filing SCO note that they are the defendents in a class action suit
concerning an IPO. The case has been settled and is before a judge.
Is any one here able to find this case?
The underwriters and insurers seem to be taking the hit here but this might shed
more light on the going ons at SCO HQ.
--
MadScientist
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| Authored by: Mecha on Thursday, May 19 2005 @ 09:28 AM EDT |
Correct me if I am wrong, but didn't Novell and Red Hat file suit against SCO to
begin with. Why is it that they tried to turn it around that they were the
ones:
In addition to our action against IBM, we have filed other complaints
against such companies as Novell, Inc. ("Novell"), AutoZone Inc.
("AutoZone"), and DaimlerChrysler Corporation
("DaimlerChrysler"). Red Hat, Inc. ("Red Hat") has also
brought a lawsuit against us asserting that the
Also this statement is a half truth as well:
In reviewing our intellectual property rights in 2003, we became aware that
parts of or modifications made to our proprietary UNIX source code and
derivative works have been included in the Linux operating system without our
authorization or appropriate copyright attribution. Our SCOsource business now
includes seeking to enter into license agreements with UNIX vendors and offering
SCOsource IP licenses or agreements to Linux and other end users allowing them
to continue to use our UNIX source code and derivative works.
They let it be known in January 2003, but MOGs article was dated January 10th
and she claimed that the undated secret memo she had was several weeks old.
---
LINUX! Because Microsoft should have no business in your business![ Reply to This | # ]
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| Authored by: Anonymous on Thursday, May 19 2005 @ 10:24 AM EDT |
Wow, if this is their prospectus; I guess Groklaw's work to derail SCO's greed
is just about finished. I have not seen a "sunnier" piece of work
regarding one's business. To sum up.
- We are losing money hand over fist, but trust us; we will prevail.
- Bad, Bad Linux, Novell and IBM has us in this boat. We are just being bullied
around by these goons (insert halo here).
- Oh by the way, we screwed up miserably with the SEC by not following the
rules we have known for years. This was not our fault, it was someone elses. But
its fixed now; trust us (insert another halo here).
- Oh yea, other people may come after us as well because of our "business
practices", but trust us we will fix that too (insert third halo here).
Makes me want to rush out an purchase SCO stock![ Reply to This | # ]
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| Authored by: Anonymous on Thursday, May 19 2005 @ 11:14 AM EDT |
I think you're putting much more weight on this filing than you should.
All SEC filings from all companies are full of this kind of "this can go
wrong and that can go wrong and the sun might burn out and the earth could
swallow us up yada yada" language. It's standard boilerplate stuff that
they have to put in. (Otherwise they run the risk of getting sued for
inadequate disclosure, should any of these things come to pass.)
IIRC, there was some discussion kicking around the community a while back re:
one of Microsoft's filings that contained language acknowledging that one of
there risks was getting creamed by Linux.
So don't make too much of this.
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| Authored by: Anonymous on Thursday, May 19 2005 @ 11:56 AM EDT |
This is simply a large "For Sale" sign at "Fire Sale" Prices
sign. Besides they need the cash to keep paying there rather LARGE salries for a
while longer.
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| Authored by: blacklight on Thursday, May 19 2005 @ 12:27 PM EDT |
In addition, regulators [my italics] or others in the Linux market and
some foreign regulators have initiated or in the future may initiate legal
actions against us
May be SCOG knows something we don't, and this is
ourfirst cue that something is going on. If this is an admission of SCOG's that
something is going on, then that admission is pretty underhanded.
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| Authored by: Anonymous on Thursday, May 19 2005 @ 01:06 PM EDT |
| And how did SCO buy Vultus? With newly issued SCO stock, of course -- stock whose price
gets a boost every time the company makes yet another wild claim about who it
will sue next. [ Reply to This | # ]
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| Authored by: bobn on Thursday, May 19 2005 @ 01:16 PM EDT |
| But watching doesn't cause or assist in the destruction, not even if you
shared your thoughts with the neighbors while you were watching.
I think
that without Groklaw highlighting the contradictions in SCO's case vs their
public statemnts, and showing that there is no "there" there, there might
(initially, have been more takers of SCOSource. It woudn't have been until
Kimball's recent staemrnt of SCO's failure to produce any evidence that the
regular or trade media *might* have figured it out. GL cost SCO many months of
profiteering, at the very least. ---
IRC: irc://irc.fdfnet.net/groklaw
the groklaw channels in IRC are not affiliated with, and not endorsed by,
either GrokLaw.net or PJ. [ Reply to This | # ]
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| Authored by: mitphd on Thursday, May 19 2005 @ 01:32 PM EDT |
In its 10-K filed January 28, 2004, SCO said:
"In addition to these
above-mentioned actions, other regulators or others in the Linux community may
initiate legal actions against us, all of which may negatively impact our
operations or future operating performance."
Not exactly the same
as this year's statement, but pretty much the same gist. Adding the "have
initiated" caveat seems like more 'just-in-case' insurance. As others have
pointed out, if they really knew about actions that had started, they would have
to state that explicitly.
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| Authored by: Anonymous on Thursday, May 19 2005 @ 05:31 PM EDT |
"...As described elsewhere in this prospectus, we issued shares and granted
options under our Equity Compensation Plans without complying with registration
or qualification requirements under federal securities laws and the securities
laws of certain states. As a result, certain plan participants have a right to
rescind their purchases of shares under the Equity Compensation Plans..."
This is just a case of playing loose with the rules and getting caught with the
fingers in the cookie jar. This has nothing to do with any investigation into
possible stock manipulation through use of the lawsuit against IBM or the use of
FUD to have an impact on Redhat's and other Linux distributor's business. This,
seem to me at best, a distracting side show. Important, don't mistake me, but
not what really matters.
Pesonally, I don't expect to see any real results in anything for at least six
months. But hey, what do I know? I'm just an anonymous poster, so pay no never
mind.[ Reply to This | # ]
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| Authored by: darkonc on Thursday, May 19 2005 @ 08:22 PM EDT |
| including the strength of our claim that unauthorized UNIX source code and
derivative works are prevalent in Linux.
Right.. But when they talk in
court (re: IBM) they claim that it's really only a contract case about whether
or not IBM something wrong (we're not quite sure what -- but if they get
enough disclosure, perhaps they'll figure it out)
Question: would it be
possible for IBM to get in a non-dispositive motion to actually lock down just
what the contract issues are (or aren't)?? ---
Powerful, committed
communication. Touching the jewel within each person and bringing it to life.. [ Reply to This | # ]
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| Authored by: Anonymous on Friday, May 20 2005 @ 02:01 AM EDT |
> In addition, regulators or others in the Linux market
> and some foreign regulators have initiated
I was wondering which regulators were in the Linux market, but now I
understand.
The *original* wording had: In addition, *other* regulators or others in the
Linux market ...
That made sense, the new wording doesn't.
Toon Moene (not logged in while at "work").[ Reply to This | # ]
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| Authored by: Sunny Penguin on Friday, May 20 2005 @ 07:52 AM EDT |
"In addition, regulators or others in the Linux market and some foreign
regulators have initiated or in the future may initiate legal actions against
us, all of which may negatively impact our operations and future operating
performance."
Could this be the result of the Novell request for an audit of the SYS5
royalties?
If SCOX pays Novell what is owed for the Sun/MS deal, SCOX is way past
bankrupt.
---
Just Say No to Caldera/SCO/USL/?
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