When HP blamed its $8.8 billion writeoff of Autonomy on fraudulent bookkeeping at the software company it bought last year, Meg Whitman told Wall Street analysts that two HP executives “led” the deal:Ex-CEO Léo Apotheker and former CTO Shane Robison.
And both of them, she pointed out, were gone.
That is rubbing some HP managers and executives the wrong way, a source familiar with the situation tells us.
That source, who is close to Robison, told us that no one at HP ever warned the longtime HP executive, who retired last fall, that he would be publicly blamed for the Autonomy deal.
Whitman’s fingering Robison has upset some who worked closely with Robison during his 11 years at the company, our source says. That’s potentially a problem for Whitman, who needs to win over HP’s rank and file to execute a turnaround.
Of course, there’s no way Whitman is going to come out and blame the board. For one thing, she was a board member before she became CEO and she reports to the board. And saying that the board didn’t do its job in the Autonomy deal could expose HP to shareholder lawsuits.
But other HP insiders we’ve talked to say that if it’s fair to blame Robison, it’s fair to blame the whole board. That’s because Robison had no authority to enter into a large acquisition negotiation before the board’s technical committee delved into it, approved it, and sent it to the full board for approval.
That’s not how most companies work. But HP is not like most companies. In 2002, its board created a technology committee charged with overseeing the company’s strategy and mergers. That move was viewed as unusual at its time.
Marc Andreessen, the legendary cofounder of Netscape and technology investor at Andreessen Horowitz, chairs that committee. (Disclosure: Andreessen is an investor in Business Insider.)
Here’s how HP describes the committee’s role:
The Technology Committee … reviews and makes recommendations on proposed investment, acquisition, joint venture and divestiture transactions with a value of at least $200 million that involve technology prior to any review by other Board Committees or the Board pursuant to HP’s M&A approval policies.
So of course Andreessen and his committee members signed off on the Autonomy deal.
“Shane and his organisation could not even begin conversation with a company without board approval,” one of our sources told us. “It wasn’t like Shane and Léo said, ‘Let’s go talk to Autonomy,’ and then presented it to the board when the deal was done.”
That’s not to say the board committee deserves the blame for the deal going south. Our sources, who are familiar with HP’s culture and practices, just don’t understand why Robison, a well-respected executive, should carry the blame any more than the board members who approved the deal.
“Meg was part of the puzzle and just as responsible for the lack of due diligence,” another longtime HP employee told us. “How much culpability does she and the board have versus the people who put the deal together? To come back and point fingers because they paid too much, that’s on the board.”
It’s one thing for Whitman to demonize former Autonomy CEO Mike Lynch and Apotheker, her short-tenured predecessor, neither of whom meshed well with HP’s culture.
But by making a scapegoat out of a well-respected technology executive like Robison, Whitman risks crossing a line with HP’s rank and file, who are still feeling the sting of her massive, multiyear layoff plan.
The scapegoating seems especially unfair because Robison’s responsibility was technology, not accounting and finance, and the problem with the Autonomy deal is the accounting and the price HP paid, not its technology.
“Shane is hardcore dedicated to HP,” one of our sources said. “To take a former executive and treat him this way without even a heads-up—HP employees are pretty wound up around it.”
Our source also points out that HP has a long history of botched acquisitions. Autonomy’s former CEO, Mike Lynch, told Business Insider that the acquisition failed because of HP’s poor management, particularly with respect to its sales management.
“That’s 100% true,” our source said. “It’s the No. 1 problem with all of HP’s acquisitions. It’s not unique to Autonomy.”
We asked Robison, who now serves on the board of storage startup Fusion-io, for an interview. He politely declined. We also asked HP for comment and haven’t heard back yet.