Who's accountable for HP's Automony?

It didn't take a genius to know Autonomy's accounts didn't add up, and while Meg Whitam says HP relied on audited accounts, the buck stops with Catherine Lesjack.

A few weeks ago I presented at the Santangels conference in New York. The conference was held under Chatham House rules.

My topic: how to fake your accounts from the perspective of the fraudster (and hence how as an investor to tell if a company is faking its accounts).

At the end I suggested that even if you were right and the company was a fraud you could still short the stock and lose money – someone with deep pockets might buy the fraud. The example I gave was Autonomy, which was purchased by Hewlett Packard.

Yesterday Hewlett Packard admitted that Autonomy was a grotesque fraud. They wrote off most of the purchase price.

Chatham House rules don't much matter in the face of a major scandal (and Autonomy is a major scandal). My email was full of press asking for on-the-record comment. I commented to both Deal Book (New York Times) and Reuters.

Jeff Matthews commentary

I tested my draft Santangels presentation on Jeff Matthews – so he had my views on Autonomy. He broke silence on his blog.

Jeff is critical of Meg Whitman's comments that they "relied on the audited accounts". He observes that I relied on the same audited accounts.

That is fair comment: I could tell the accounts were not kosher from an office in Sydney. I was not alone – Jim Chanos came to a similar conclusion. So did many people in the UK including the writers of FT Alphaville, who have been sceptical of Autonomy for years.

In other words my insight was not unique: many other people (including more than one blog reader) shared similar insight. I claim no special genius.

And I was not entirely right either. I knew Autonomy was problematic. I underestimated the problems: Autonomy appears worse than the worst case I modelled.

Looking at Autonomy's accounts

For the record here is how you could tell – just by looking at audited accounts – that Autonomy was not quite kosher.

Here is the P&L from the 2010 accounts:

image

And here is the balance sheet:

image

There are lots of things to note – but I will limit myself to the simple (which I put in the Santangels presentation).

Sales were $870 million.

Receivables were $330 million, which is four and a half months of receivables.

Deferred revenue is $177 million – just over half of receivables.

This is really perverse for a software company. Software companies sell stuff that is barely tangible – they sell it up front and for cash. They have very few receivables.

They do however have an obligation to service that software for a long time after they sell it – so the unearned income is relatively large (usually a multiple of receivables).

Autonomy was booking as income lots of cash it had not received (which is why the receivables were large) and not booking any obligation to provide future services for that income.

This is prima-facie suspect (and you could tell simply by looking at the balance sheet). All it required was basic applied accounting.

Comments on Hewlett Packard's management

The management (and for that matter the board) of Hewlett Packard have diverse responsibilities. Most importantly they are responsible for technology – and the technological issues are broad. They are also responsible for accounting and financial management.

I have simply no opinion on who stuffed up on the technical issues. Hewlett Packard asserts there are still some (small but) valuable businesses at Autonomy. Maybe the tech is not all bad.

But I am happy to point the finger on accounting. The accounts were self-evidently suspect. Working that out is primarily the job of a finance and accounting function at Hewlett Packard – and that function was led by and continues to be led by Catherine Lesjack. Catherine Lesjack is ultimately responsible for the financial parts of HPs due diligence on Autonomy and she failed.

This really is not rocket science. Lesjack is not up to the job. She should resign.

PS: There has been much criticism of Meg Whitman in the blogosphere, twitter and amongst my readers. I do not think that is fair. Autonomy was a deal done by Leo Apotheker (the previous CEO) and the current CFO Catherine Lesjack – it is them who bear primary responsibility.

John Hempton is chief investment officer of Bronte Capital Management, and blogs at Bronte Capital. Reproduced with permission.

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