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Declaration of Bolandz Reveals UnXis Details; and Feb. 16th Bankruptcy Hearing Agenda - Updated 4 Xs
Monday, February 14 2011 @ 04:05 PM EST

There are more filings in support of SCO's desired plan to sell assets to UnXis, fleshing out a bit more about UnXis, specifically a Declaration [PDF] by the person "engaged by UnXis to served as the company's Chief Executive Officer" if the court approves the acquisition, Richard Alexander Bolandz, who by the way is ex-CIA.

The money for Unxis to buy the assets come from a friend of his, Stan Solomonson, "who operates an unrelated business known as Future Foods". He agreed to provide the capital "on certain terms and conditions" and if the deal is approved, he will get shares also. Um. What terms and conditions? This Stan Solomonson?

Guess what? He's baaaack. Yes, Stephen Norris makes his reappearance in the Declaration. UnXis was incorporated, according to the declaration in June 12, 2009, with two directors and officers, Norris and Eric le Blan. Norris is the Chairman, le Blan the Vice Chairman. So far, shares are owned by Gulf Cap Partners, LLC and MerchantBridge Holdings (Cayman) Unlimited. Le Blan is a partner at MerchantBridge.

And then there is a Notice of the Agenda at the hearing, the items that will be handled on February 16th. I soooo hope some of you can be there to report on the shenanigans I expect will be performed that day in the main tent. Jungle drums say the time it starts will be 2:30 PM. There's a long list of all the objections and reservations of rights, including an informal letter of objection by DinkumWare, undocketed. Go DinkumWare, whoever you are.

Here are the filings:

02/14/2011 - 1236 - Affidavit/Declaration of Service (related document(s) 1216 ) Filed by Edward N. Cahn, Chapter 11 Trustee for The SCO Group, Inc., et al.. (Attachments: # 1 Exhibit A# 2 Exhibit B) (Tarr, Stanley) (Entered: 02/14/2011)

02/14/2011 - 1237 - Declaration in Support of Trustee's Motion to Sell the SCO Software Business Assets 1141 Filed by Edward N. Cahn, Chapter 11 Trustee for The SCO Group, Inc., et al.. (Tarr, Stanley) (Entered: 02/14/2011)

02/14/2011 - 1238 - Notice of Agenda of Matters Scheduled for Hearing Filed by Edward N. Cahn, Chapter 11 Trustee for The SCO Group, Inc., et al.. Hearing scheduled for 2/16/2011 at 04:00 PM at US Bankruptcy Court, 824 Market St., 6th Fl., Courtroom #3, Wilmington, Delaware. (Attachments: # 1 Certificate of Service) (Tarr, Stanley) (Entered: 02/14/2011)

We find out which executives will move to UnXis, Andrew Nagle, Hans Bayer, and Ken Neilson, plus an unnamed cast of ... well, not thousands. It's left open.

Here's what Bolandz says he'll do as CEO:

(1) continue to support existing customers; (2) perform on existing contracts; (3) continue to support the global network of business partners, strategic alliances, value added resellers; (4) provide a substantial infusion of capital for product modernization; and (5) retain most of the Debtors' employees and management team, including but not limited to, the Chief Marketing & Sales Officer, Mr. Hans Bayer, Chief Technology Officer Andrew Nagel and Chief Financial Officer Ken Neilson."
Their resumes are attached. Is he saying he personally will infuse capital? Or raise it? It's a little vague. And speaking of performing on existing contracts, what about the 1995 APA with Novell?

He also claims he has put together a "world class advisory board" consisting of the following, but this isn't necessarily the complete list:

  • William Bancroft, VP and General Manager of Unisys Global Outsourcing and Infrastructure Services
  • Jane Cavalier, President, Brightmark Consulting
  • Craig Feied, Director of the ER One Institutes for Innovation in Medicine
  • Jody R. Westby, CEO, Global Cyber Risk
  • Dennis Pombriant, Managing Principle of the Beagle Research Group
So. Research project.

[ Update: Craig Feied's software system, Azyxxi, was bought by Microsoft in 2006, who put him on staff. The software was later renamed Microsoft Amalga. So. There's Waldo, kiddies. Here's his bio [PDF], which mentions the government's use of the software, without mentioning his stint with Microsoft. This one [PDF] does mention it, saying he was there from 2006-2008 as Engineering General Manager, in the Health Solutions Group, and then from 2008 to "Present" -- it's dated January 29, 2009 -- as Chief Health Strategy Officer in that group. Update 4: According to Facebook, he's still there. I don't have a Facebook presence, but someone who does says it's here. And it says he is currently "Chief Health Strategy Officer at Microsoft". Linkedin confirms.]

[Update 3: You can find some information about Cyber Risk in the Washington Post's database, Top Secret America, here. And Beagle Research Group does market research and consulting. This report mentioning an award it gave out calls it a software analyst firm. As for Brightmark Consulting, it's a marketing consultant firm.]

And here's a strange paragraph from Bolandz:

9. It is my understanding that Novell has filed an objection to the Trustee's sale of the SCO business software assets to UnXis. I do not understand why Novell is filing an objection. I do not believe that Novell is a direct competitor, but, rather, supports direct SCO competitors. I believe that a strategic alliance between UnXis and Novell would be in the best business interest of Novell by offering complementary product line to UnXis customers as it does with both Microsoft and Linux. UnXis has no interest in pursuing any litigation against Novell..."
How about others, though?

Excuse me, but doesn't that kind of sound like SCO going to Novell in the beginning and asking Novell to join SCO in attacking Linux? They said Novell would make more money if they did that time too. But Novell wasn't interested.

And the objection just might be because Novell looks to be losing a mighty revenue stream, if SCO is allowed to do this UnXis deal. I mean, SCO says it will not assume the 1995 APA, so why would Novell like that? SCO, under that deal, owes Novell $3 million and counting.

The UnXis CEO to be says in his attached resume that he's been an executive at the following places:

  • New Star Collaborative Technologies (CEO)
  • PHH Technology Services Outsourcing (President)
  • Linguateq Software Products (CEO)
  • Qwest Communications (CIO)
  • MCI Communications (Senior VP, Strategy & Technology)
  • PHH Corporation (Senior VP, Strategy & Technology)
  • Unisys Global Outsourcing & Infrastructure Services (Regional Sales Director)
Just before UnXis, he was "Managing Partner of The International Consultants Consortium LLC". But here's the nugget:
Prior to Joining CSC Index, Mr. Bolandz served as a management consultant with Booz Allen Hamilton, and with the Central Intelligence Agency.
Booz Allen has recently been in the news in connection with the leaked report three security firms allegedly put together, proposing to smear journalist Glenn Greenwald at Salon and others supporting Wikileaks.

Well. I confess that when I read about the Greenwald thing, I got that deja vu feeling. I certainly experienced quite a similar smear/disruption/intimidation campaign myself.

Weird. And creepy.

It kind of puts into context for me Kevin McBride briefly joining a detective and executive protection firm for a while in 2009, Wayne Black & Associates, where a James Gordon Liddy also worked, and McBride's bio read that he "is also trained in CQB techniques and assault team tactics. Residing in the Los Angeles area, he has traveled throughout much of the Middle East and maintains contacts in those areas." That page has since disappeared. I have a copy of it somewhere though, IIRC. If I find it, I'll show you a screen grab.

Well, if I disappear, you'll at least know where to focus the investigation, keeping in mind the peculiar events that can be manufactured to look other than what they are.

Hmm. Speaking of Greenwald, the law firm that was supposed to get the report allegedly is Hunton and Williams, Bank of America's and the Chamber of Commerce's outside law firm, a firm also retained by Koch Industries and Berkshire Hathaway among others, according to OpenSecrets. And for more random facts of the small-world or totally creepy variety, Aaron Barr, who did the report now being disowned by everyone but Hunton and Williams, used to work as the Director of Technology for the Cyber security and SIGINT Business Unit within Northrop Grumman's Intelligence Systems Division and as the Chief Engineer for Northrop Grumman's Cyber Campaign. So says the Team Themis pitch, which you can find at this same link. Northrop Grumman was or is a customer of SCO's. In the previous article, you can see their contract from 2003, post SCO's litigation adventure beginning. So he, at least, would likely know something about their products, no?

Eric LeBlan, on page 22 of the PDF, is listed as "Vice Chairman" of UnXis. He's "an experienced banker", it says, "with over 30 years in capital markets and private equity", beginning his career at UBS, then joining Saudi International Bank in 1992 as head of Risk Management, later moving to the Corporate Finance team, "where he provided advice to Middle Eastern governments in respect of the development of their capital markets, as well as several corporate finance transactions for the public and private sector."

Mr. le Blan is now the CEO of MerchantBridge, "a direct investment and private equity group established by a group of industry veterans focused on Middle East and Europe regions". He joined in 2001, at its "inception".

All of which raises the real question: who is really behind the SCO attacks on Linux? Why would any of the above people or entities care about Linux or Unix for that matter? That's the one remaining mystery. It can't be money alone, I don't think, because both UnixWare and OpenServer are dying products, nor a desire to restore them to any previous "glory".

So, what then? Control of Linux? Money from it? Not wanting to lose out on lucrative government contracts? Or is it ideology, and they want to kill it because of some wrong idea about Open Source? For that matter, who are "they" in such a picture as this? We know who UnXis says it is, but is there another layer? The plot thickens. Or is this layer gossamer threads? It's way over my head to figure this out, as this isn't my world. So all I can do is show you what was filed with the court, and maybe someone out there will be able to string the dots together.

Update 2: More filings:

02/14/2011 - 1239 - Declaration of W. Bruce Comer, III in Support of the Motion Of The Chapter 11 Trustee For Order (1) Authorizing The Marketing, Auction And Sale Of Substantially All Of The Debtors Software Business Assets Consistent With Form Asset Purchase Agreement And Free And Clear Of Liens, Claims And Encumbrances, (2) Authorizing Assumption, Assignment, And Sale Of Certain Executory Contracts And Unexpired Leases, (3) Approving Bidding Procedures In Connection With Auction, (4) Establishing Sale Hearing Date And (5) Granting Related Relief (related document(s) 1141 ) Filed by Edward N. Cahn, Chapter 11 Trustee for The SCO Group, Inc., et al.. (Tarr, Stanley) (Entered: 02/14/2011)

02/14/2011 - 1240 - Amended Notice of Agenda of Matters Scheduled for Hearing Filed by Edward N. Cahn, Chapter 11 Trustee for The SCO Group, Inc., et al.. Hearing scheduled for 2/16/2011 at 02:30 PM at US Bankruptcy Court, 824 Market St., 6th Fl., Courtroom #3, Wilmington, Delaware. (Tarr, Stanley) (Entered: 02/14/2011)

Indeed the time for the hearing is changed to 2:30 PM. And the Comer Declaration details all the steps he and OPA took to come up with the exact same people as last time.

What a joke. Well, there is one, actually. The only other bid at the second bidding, he says, was one for $18. Cash.

Sir, I salute your sense of humor and your valuation qualities .

There were five initial bidders, but they were ... ahem, "highly conditional, ambiguous and/or even verbal." Heh heh. As in... let's see... "I'll buy SCO's assets when hell freezes over?" So they set up a second auction, and that's when UnXis and the $18 big spender showed up. And speaking of business sense, here's UnXis's winning bid:

unXis submitted a bid, which included (i) $600,000 in cash and (ii) 2-year warrants to purchase 3% of the outstanding unXis common stock. The unXis bid excluded the net working capital of the business worth, in OPA's estimate, from $700,000 - $900,000. unXis also agreed to pay up to $50,000 of cure costs. Furthermore, the unXis bid included the acquisition of all of the non-Debtor foreign subsidiaries and provided for the employment of all current employees in the non-Debtor foreign subsidiaries. The liability of having to wind-down these entities has not been determined but OPA preliminarily estimates that those costs would easily exceed $500,000 and possibly exceed $1,000,000 - exclusive of time and expenses related to professionals. Importantly, prior to the Final Auction Date, unXis deposited the full amount of the purchase price into escrow with Blank Rome.
Irresistable, isn't it? Why, it seems unXis is so interested in restoring glory to SCO, they're willing to lose money. Sure they are. He mentions unXis will be hiring all the employees in the non-Debtor subsidiaries. So. SCO keeps its working capital.

Then Comer states with his hand over his heart that to the best of his knowledge, it was an arms' length, good faith negotiations and he has no reason to suspect "any bid collusion or other improper conduct by unXis in connection with this sale process."

Nooooooo. Why would anyone think of such a thing? Transparency is unXis's middle name. Oh, Comer also states that unXis is "not affiliated with nor an insider of the Debtors". To the best of his knowledge. They just like to help out. So, he ends up saying in effect that after five months of trying, no one else is going to buy this turkey.


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