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By | Timothy Prickett Morgan 16th December 2010 20:17

Apple, EMC, and Oracle in Novell patent play

Microsoft's secret frenemies

The holding company that acquired 882 Novell patent last month is a front not only for Microsoft but also Apple, EMC, and Oracle.

To get its $2.2bn acquisition of Novell done, Attachmate is selling off $450m in Novell patents to CPTN Holdings. We knew that Microsoft was the company's main backer, and now, the German Bundeskartellamt antitrust regulator has outed the three others.

Apple, EMC, and Oracle are mentioned in a document issued by the Bundeskartellamt on December 9. The precise patents that have been acquired under the deal set up by Attachmate and its trio of private equity backers (Francisco Partners, Thoma Bravo, and Golden Gate Capital) have not been divulged. But as El Reg reported in the wake of the announcement of the deal last month, Attachmate is not selling off the copyrights to Unix that Novell currently controls.

Well, at least not yet. You can never tell what a company will do when it is desperate or when it wants to extract some profit out of latent assets. That's why private equity companies do acquisitions, after all.

It is hard to imagine Microsoft, Apple, EMC, and Oracle cooperating on much, so you have to figure that the main concern with the Novell patents - whatever they are - were to keep them out of the hands of other players and perhaps to license them to other parties not in the original group of four.

The carefully worded statement made on November 22, when the $2.2bn acquisition was announced, said CPTN Holdings was "a consortium of technology companies organized by Microsoft Corporation," and that the consortium was paying cash on the barrel head to get those 882 patents that Novell holds. It is a safe bet that Microsoft is shelling out the bulk of that $450m money, but no one knows for sure. And if the patents are valuable, Microsoft and its holding company partners could recovery a big chunk of the money, perhaps licensing patents to IBM, Hewlett-Packard, and others.

Apple, EMC, and Oracle could have come in at the front end, putting up a little money, to make it look like Microsoft wasn't taking control of the patents lock, stock, and bits. In the patent sale agreement, which was filed with the Securities and Exchange Commission dated November 21 and filed on December 13 as part of Novell's 10-K report, Microsoft was identified at the bottom as the contact for the buyer and Novell was the seller. Benjamin Orndorff, a senior attorney at Microsoft, signed the patent sale agreement on behalf of CPTN Holdings.

Because the financial details of the patent acquisition have not been made public, it is possible that the four companies could have all kicked in a quarter of the dough. No matter what, the details of the patent acquisition, which is being done by a public company, should have been given as a matter of law and shareholder disclosure.

Incidentally, that 10-K filing above that was filed this week by Novell has all of the Microsoft collaboration, SUSE Linux certificate reseller, and patent covenant agreements from the past couple of years attached to it. ®

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