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SCO Files For Chapter 11 Bankruptcy - Updated 4Xs
Friday, September 14 2007 @ 03:29 PM EDT

Here's the title of the press release: "The SCO Group Files Chapter 11 to Protect Assets as It Addresses Potential Financial and Legal Challenges", which you can find here. They say reorganization "ensures business as usual." You can find information on Chapter 11 bankruptcy here.

Frank Sorenson has found the filings for us. They filed in US Bankruptcy Court in Delaware. It's Cases 07-11337 and 07-11338, for The SCO Group and SCO Operations, Inc. Here are the documents for SCO Operations, Inc. and I'll put up the filings for SCO Group next:

All PDFs. That last is the long list of all the creditors. The Certification Concerning Creditors, second on the list, is the list of the top 20 creditors. And here's the SCO Group filing:

But you know what I don't see yet? An overall statement of assets and liabilities. I believe that is required, so I'll keep looking. Update: Found it. Page 4 of the SCO Group's Voluntary Petition tells us that the assets are $14,800,000 and the debts are $7,500,000. That's not counting the debt the Utah court ruled Novell is owed, amount to be determined at the now postponed trial. And a note says those are approximate values, based on "the Company's consolidated and unaudited balance sheets as of July 31, 2007". Here's the most recent 10Q from April for comparison. And this is interesting. There are 21,782,164 shares of common stock, owned by only 402 holders. That explains a lot. Here's the name of any person who directly or indirectly owns, controls, or holds, with power to vote, 5% or more of the voting securities of debtor: Cede & Co. and Ralph Yarro.

SCO Operations, Inc., in the Corporate Ownership Statement, says that the debtor, SCO Operations, Inc., "discloses that The SCO Group, Inc. owns 100% of the Debtor's equity interests." I remember now that when S2 signed a contract with SCO, it was with SCO Operations, described as "a Delaware corporation and a subsidiary of The SCO Group, Inc.". And I do see on the form that they list estimated assets at $1,000,000.001 to $100 million. Not too precise. And estimated liabilities are the same.

Update 2: Stephen Shankland reports that this means the trial on Monday is off:

IBM didn't comment, but Novell said it is evaluating its options. "U.S. bankruptcy law automatically stays the court case. We're assessing our options for how to pursue our interests," Novell said.

Novell sure has had to work hard for their money. And now they will have to row the boat that little bit harder. And for those of you who bought airline tickets to go to the trial, get on the phone or online fast and cancel.

Update 3: The media is beginining to report more. Paul Foy of AP, now on Forbes, says:

SCO said the petition was filed electronically in U.S. Bankruptcy Court for Delaware. Copies weren't immediately available online.

Yoo hoo. Yes, they were.

: )

Groklaw. When you want to know more, but don't know where to look.

Here's the docket for the SCO Group filing. We don't have all of them yet, because the court's system seems to be on overload, I'm told, but in time we will fill in the blanks:

09/14/2007 - 1 - Chapter 11 Voluntary Petition of The SCO Group, Inc.. Fee Amount $1039. Filed by The SCO Group, Inc.. (Attachments: # 1 Board Resolutions# 2 Certification and List of 20 Largest Unsecured Creditors# 3 Certification and List of Equity Security Holders# 4 Corporate Ownership Statement# 5 Certification and Creditor Matrix) (Jones, Laura Davis) (Entered: 09/14/2007)

09/14/2007 - Judge Kevin Gross added to case (GVW, ) (Entered: 09/14/2007)

09/14/2007 - 2 - Motion for Joint Administration Debtors' Motion for Order Directing Joint Administration of Related Chapter 11 Cases Filed By The SCO Group, Inc. Hearing scheduled for 9/18/2007 at 09:15 AM at US Bankruptcy Court, 824 Market St., 6th Fl., Courtroom #3, Wilmington, Delaware. (Attachments: # 1 Proposed Form of Order)(O'Neill, James) (Entered: 09/14/2007)

09/14/2007 - 3 - Affidavit in Support Declaration of Darl C. McBride, Chief Executive Officer in Support of First Day Pleadings Filed By The SCO Group, Inc. (O'Neill, James) (Entered: 09/14/2007)

09/14/2007 - 4 - Application to Employ/Retain Debtors' Application, Pursuant to 11 U.S.C. Section 327(a) and Fed. R. Bankr. P. 2014(a) and 2016, for Approval of Employment of Berger Singerman, P.A. as Counsel for Debtors Nunc Pro Tunc to the Petition Date Berger Singerman, P.A. as Counsel for Debtors Filed By The SCO Group, Inc. (Attachments: # 1 Declaration of Arthur J. Spector in Support of# 2 Proposed Form of Order)(O'Neill, James) (Entered: 09/14/2007)

SCO Operations owes the following:

Novell is not listed as a top-20 creditor by SCO Operations, Inc., but Boies Schiller is. Here are the 20 top creditors:

  • Amici LLC ($500,650.73),
  • Boies Schiller (287,256.39),
  • Canopy Group ($139,895.00),
  • Gre Mountain Heights Property ($132,502.00),
  • Microsoft Licensing, Inc. ($125,575.00),
  • Sun Microsystems, Inc. ($50,000.00),
  • Veritas Software ($37,881.33),
  • Intel ($23,302.11),
  • Fujitsu Services ($25,302.11),
  • HP-Nonstop Royalty Accounting ($25,302.11...hmm. exactly the same amount for three entities),
  • Unisys ($25,302.11 - a fourth),
  • KSJ Consulting ($21,781.25),
  • 4Front Technologies ($10,417.50),
  • Silverman Heller Associates ($10,352.35),
  • Madson & Austin ($8,478.32),
  • Randd Strategic ($7,026.79),
  • Sage Forensic Accounting ($6,221.00),
  • Profile Consulting ($5,450.00),
  • Sun Microsystems Inc. Software Royalty Accounting Group ($5,414.40) and
  • AmLaw Discovery ($5,399.57).
You likely recall reading about Amici back in 2005. Here's what happened in 2006, Xerox bought Amici. By then, the Boies children had already divested themselves of their stake.

On the long list, I see they owe at least four of their experts, Christine Botosan, Gary Pisano, Marc Rochkind and Evan Ivie. Wasn't Gary Nutt an expert of theirs too? [Update 4: Actually, the answer is no. You find him listing work as a consulting expert for both Boies Schiller's Robert Silver and Stuart Singer in 2005-6 and for Dorsey & Whitney in 2005, and I would assume but can't prove that was for SCO, but he did not submit an expert report on their behalf.] They owe him, and they owe Darl McBride, Ralph Yarro, Darcy Mott, Bert Young, Jean Acheson, Chris Sontag, Reg Broughton, Sandy Gupta, and Blake Stowell, along with the usuals like the phone company. Oh, and they owe taxes. That's in the US. They owe the Consulate General of India also.

Some of their witnesses are owed money too, like Alok Mohan and Doug Michaels. Also Dave Prosser, Duff Thompson, and Erik Hughes. Also Eric Posner at the U. of Chicago Law School and G2 Computer Intelligence. Hmm. Hans Bayer of Bad Homburg, Germany. I believe I've seen that name somewhere before. And there's another person in Bad Homburg on the list, MSREF Amanda Zwie. I wonder what that is? They owe MySQL. They owe O'Reilly. They owe Pace Law School in White Plains, NY, attention the Assistant Director of Development and Alumni Relations? I see the US Attorney General on the list. What in the world? For that matter, one can't help but notice Shred-PRO on the list.

They do list Novell on the list of lesser debtors, so that has to be for something other than SCOsource licenses they neglected to pay, according to the judge's ruling. And the final irony: they owe IBM. Man. How old must that debt be?

SCO Group owes the following:

Irony here is that SCO says it owes Missile Defense Agency in Alexandria, Va. Uh oh. And Sara Lee Underwear. Could that be the "Got Unix in your Linux?" T-shirts? One hopes. Just joking around. They are probably both folks with a support contract or something perfectly normal.

Here's a paper that says that a study they conducted indicated that firms generally benefit from Chapter 11. Creditors not so much:

We examine a sample of 459 firms filing for Chapter 11 during the period 1991 to 1998 and find that our sample firms experience significant improvements in their operating performance during Chapter 11. Our evidence is consistent with the hypothesis that Chapter 11, if anything, provides net benefits to bankrupt firms. In the cross section, firms with higher debt ratios experience greater improvements in operating performance, and the complexity of the renegotiation process negatively affects the improvement. We find no relationship between Chapter 11 outcome and changes in risk-adjusted firm value in Chapter 11.

The study didn't address what happens to Novell now. The US District Court ruled SCO owes Novell and was about to determine at trial, beginning Monday, precisely how much.

Finally, for the historians, here's the notice of trading halt today of SCO stock. And here's the page that explains trading halt codes. SCO's was a T1, which is: T1 Halt News Pending - Trading is halted pending the release of material news. I'll say.

Update: Darl McBride has posted a letter to customers and partners dated September 14 on the site darlmcbride.com that reads like this:

Letter to Customers and Partners

September 14, 2007

By Darl McBride, CEO and President, The SCO Group

Dear SCO Customers and Partners,

This afternoon we took the extraordinary step of filing for Chapter 11 protection in U.S. Bankruptcy Court to protect assets for our creditors and stockholders and to ensure the continuation of our normal business operations. This decision was not taken without extensive consultation with the board of directors, and many outside experts and legal counsel.

SCO intends to maintain business as usual throughout the Chapter 11 proceedings. Subject to court approval, SCO will use the cash flow from its operations to meet its capital needs throughout the reorganization process.

Other companies such as Delta Airlines, Texaco, Dow Corning, K-Mart, United Airlines, Toys R’ Us, Macy’s Department Stores and others have emerged from Chapter 11 protection after restructuring themselves for success. We intend to do the same.

We value our relationship with you and want to provide the assurance that you can continue to order product, and receive exemplary service and support from us during this restructuring period.

We invite you to consult with your SCO representative if you have any questions or concerns.

Sincerely,

Darl McBride
President & CEO

The text of the press release:

******************************************

The SCO Group Files Chapter 11 to Protect Assets as It
Addresses Potential Financial and Legal Challenges

Friday September 14, 3:21 pm ET

Reorganization ensures business as usual and that assets remain for
continued support of customers and channel partners

LINDON, Utah, Sept. 14 /PRNewswire-FirstCall/ -- The SCO Group, Inc. ("SCO") (Nasdaq: SCOX - News), a leading provider of UNIX® software technology and mobile services, today announced that it filed a voluntary petition for reorganization under Chapter 11 of the United States Bankruptcy Code. SCO's subsidiary, SCO Operations, Inc., has also filed a petition for reorganization. The Board of Directors of The SCO Group have unanimously determined that Chapter 11 reorganization is in the best long-term interest of SCO and its subsidiaries, as well as its customers, shareholders, and employees.

The SCO Group intends to maintain all normal business operations throughout the bankruptcy proceedings. Subject to court approval, SCO and its subsidiaries will use the cash flow from their consolidated operations to meet their capital needs during the reorganization process.

"We want to assure our customers and partners that they can continue to rely on SCO products, support and services for their business critical operations," said Darl McBride, President and CEO, The SCO Group. "Chapter 11 reorganization provides the Company with an opportunity to protect its assets during this time while focusing on building our future plans."

The SCO Group has filed a series of first day motions in the Bankruptcy Court to ensure that it will not have any interruption in maintaining and honoring all of its commitments to its customers. The motions also address SCO's continued ability to pay its vendors, the retention of various professional advisors, and other matters.

About SCO

The SCO Group (Nasdaq: SCOX - News) is a leading provider of UNIX software technology and mobile services. SCO offers UnixWare for enterprise applications and SCO OpenServer for small to medium businesses. SCO's highly innovative and reliable solutions help customers grow their businesses everyday, especially into the emerging mobile market. SCO owns the core UNIX operating system, originally developed by AT&T/Bell Labs and is the exclusive licensor to UNIX-based system software providers. The Me Inc., product line focuses on creating mobile platforms, services and solutions for businesses and enhances the productivity of mobile workers.

Headquartered in Lindon, Utah, SCO has a worldwide network of thousands of resellers and developers. SCO Global Services provides reliable localized support and services to partners and customers. For more information on SCO products and services, visit http://www.sco.com.

SCO and the associated logos are trademarks or registered trademarks of The SCO Group, Inc. in the U.S. and other countries.

Forward Looking Statements

The statements contained in this press release regarding (i) filing for protection under Chapter 11 and our reorganization efforts under Chapter 11 bankruptcy protection, and (ii) other statements that are not historical facts are forward-looking statements and are made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to risks and uncertainties. We wish to advise readers that a number of important factors could cause actual results to differ materially from historical results or those anticipated in such forward-looking statements. These factors include, but are not limited to the outcomes and developments in our Chapter 11 case, court rulings in the bankruptcy proceedings, the impact of the bankruptcy proceedings on our other pending litigation, our cash balances and available cash, continued competitive pressure on the Company's operating system products, which could impact the Company's results of operations, adverse developments in and increased or unforeseen legal costs related to the Company's litigation, the inability to devote sufficient resources to the development and marketing of the Company's products, including the Me Inc. mobile services and development platform, and the possibility that customers and companies with whom the Company has formed channel partnerships will decide to terminate or reduce their relationships with the company. These and other factors that could cause actual results to differ materially from those anticipated are discussed in more detail in the Company's periodic and current filings with the Securities and Exchange Commission, including the Company's Form 10-K for the fiscal year ended October 31, 2006 and Form 10-Q for the fiscal quarters ended January 31, 2007 and April 30, 2007, and future filings with the SEC. These forward-looking statements speak only as of the date on which such statements are made, and the Company undertakes no obligation to update such statements to reflect events or circumstances arising after such date.

Source: The SCO Group, Inc.


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