The former chief financial officer of Autonomy has struck back against HP's claims that he defrauded it and its shareholders, arguing that HP's execs were solely responsible for bungling the company's $10.2bn acquisition of Autonomy in 2011.
"HP's Opposition swells with bile, but its sound and fury signify nothing," lawyers for ex-Autonomy beancounter Sushovan Hussain said in a document filed with the US District Court of the Northern District of California on Monday.
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Last week, HP's attorneys filed scathing court documents in which they described Hussain as "one of the chief architects of the massive fraud" that HP claims to have suffered.
Not so, says Hussain. In a formal reply to HP's charges, his lawyers describe HP's settlement of a shareholder lawsuit regarding the Autonomy buy – which Hussain is seeking to block – as "collusive" and aimed primarily at diverting attention from HP's own blunders.
"HP mismanaged the Autonomy merger, then shifted blame for the resulting write-down by characterizing accounting disputes as 'fraud'," the filing states. "This corrupt settlement is part of a larger effort by HP to cover up both its mismanagement of the Autonomy integration and its ploy to falsely accuse others."
Hussain's reply goes on to allege that HP directors and officers staged an expensive sham investigation designed solely to exonerate them of wrongdoing in the merger, then paid off the lawyers who had accused them "to make them go away."
HP execs 'lacked enthusiasm or vision'
The real reason HP's Autonomy deal went south, Hussain argues, was not because Autonomy's finances were in bad shape. Rather, it was because it was a complex and difficult merger, and yet shortly after it was announced, HP ejected the execs who knew how to make it work – namely, former HP CEO Léo Apotheker and chief strategy officer Shane Robison.
"Lacking the enthusiasm or vision of those who initially sought the deal, HP's integration of Autonomy failed miserably," Hussain's lawyers write. "Hoped-for synergies turned into conflicts and redundancies. Sales incentives were mismatched and unproductive. Unhappy employees fled. Apotheker's vision for the acquisition went from dream to disaster."
Moreover, Hussain alleges that HP has pursued a legal strategy that has effectively prevented the release of any documents that would provide evidence of HP's mismanagement.
"Despite many efforts by plaintiffs' counsel in numerous actions, HP has successfully limited its document production concerning the Autonomy acquisition to just 200 documents produced under seal in Delaware," the filing states.
Hussain's lawyers add that they haven't even been allowed to see those 200 documents. They're among the items for which Hussain's suit is seeking discovery, along with an unredacted copy of the original shareholders' complaint against HP, documents relating to the settlement, and the independent committee report that HP allegedly used as the basis for exonerating its directors and execs.
No doubt such documents will be of use in formulating Hussain's defense when HP sues him, which the company's lawyers have assured will happen soon. ®
Updated to add
A HP spokesperson has been in touch to describe Hussain's filing as "preposterous", and claim: "The bottom line is that Sushovan Hussain's interests and those of HP and our shareholders are diametrically opposed."