Judge nixes HP's settlement of shareholder suit over Autonomy

HP's proposed settlement to shareholders could let the company off the hook for far too much, a judge ruled

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Credit: Legal Terminology

The settlement between Hewlett-Packard and shareholders of a lawsuit centering on the 2012 botched Autonomy acquisition hit a snag late Friday, when a federal judge rejected HP's proposal for being too broad, potentially releasing the company from potential liabilities beyond Autonomy.

"The shareholders appear to be relinquishing a whole universe of potential claims regarding HP governance and practices with no factual predicates that overlap the Autonomy acquisition," wrote Judge Charles Breyer of U.S. District Court for Northern California.

HP lawyers, while expressing disappointment over the decision, pointed out that the judge's ruling also presumes a lack of culpability on the part of HP executives.

"While HP is disappointed the Court did not approve the settlement as submitted, the Court recognized that a settlement releasing the HP directors and officers from Autonomy-related claims 'represents a fair and reasonable resolution of the litigation,'" the HP statement read. "HP remains committed to holding the architects of the Autonomy fraud accountable."

The shareholder litigation came about as a response to HP's $11.7 billion 2011 acquisition of Autonomy, which resulted in a $8.8 billion accounting write-down the following year. A consulting firm working on behalf of HP subsequently found that Autonomy's revenue had been misrepresented and, as a result, HP overpaid for the company.

The plaintiffs and HP have been working on a settlement through this year. However, the court expressed concerned that HP's settlement released it from culpability around a wide range of activities beyond the scope of the Autonomy acquisition, including matters relating to "company's share repurchase program, the entire history of the company's acquisition strategy, the foreign-loan program, executive compensation and succession planning," according to court documents.

Earlier this month, Autonomy founder Mike Lynch argued that Autonomy did not mislead HP about the potential value of the company. He said that the discrepancy in Autonomy's value came about as a result of a change in HP's accounting policies.

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