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Mike Lynch was celebrating acquittal before violent storm hit

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Mike Lynch, the British tech tycoon missing after his luxury yacht sank off the coast of Sicily, had only recently fended off a U.S. criminal fraud case over the sale of his software company to Hewlett Packard Co.

Lynch, 59, and his wife were aboard the yacht, named Bayesian after a British mathematician, with a small group of his financial and legal advisers when the violent storm hit. They were celebrating Lynch’s tumultuous acquittal just over two months earlier, when a San Francisco jury found him not guilty of charges that he duped HP into overpaying for his software firm, Autonomy Corp. 

Hailed at times as “Britain’s Bill Gates,” Lynch has been seeking to restore his reputation as one of Europe’s most successful entrepreneurs. For years, he’d argued that he had been scapegoated over the acquisition. HP paid $11 billion for Autonomy in 2011, only to write down $8.8 billion of the purchase price a year later.

Mike Lynch
Mike Lynch

Simon Dawson/Bloomberg

But even after his acquittal on criminal charges, Lynch was still fighting the Silicon Valley giant in a civil case in London, where a British judge held him responsible for creating the illusion of a company much larger and more successful than it really was. 

Autonomy’s success — its software could extract useful information from unstructured sources including phone calls, emails and video — made Lynch one of the best-known British technology executives. He was named Entrepreneur of the Year by the Confederation of British Industry in 1999. In 2000, Time magazine named him one of the 25 most influential technology leaders in Europe. 

Advised prime ministers

He was awarded an Order of the British Empire for services to enterprise in 2006. The same year, he was appointed as non-executive director to the board of the British Broadcasting Corp., the world’s biggest public broadcaster. He advised two British prime ministers, David Cameron and Theresa May. 

Lynch made at least $500 million from the HP deal. He then set up venture capital firm Invoke Capital, founding a series of tech companies run by former employees. The most successful was Darktrace Plc, a cybersecurity business that uses AI to detect suspicious activity in a company’s IT network. Forbes magazine estimated his net worth to be $1 billion in 2015, the sole year he was named to its list of global billionaires. 

HP, along with U.S. prosecutors, alleged that Lynch and Autonomy’s former finance chief used accounting tricks to inflate the company’s revenue ahead of the 2011 sale.

The San Francisco trial placed huge pressures on the tech founder, who was forced to wear an ankle monitor and confined to 24-hour supervision by private security guards he had to pay for. On the stand, Lynch claimed ignorance of some of the wrongdoing attributed to him, saying he delegated key decisions to underlings.

Autonomy “wasn’t perfect,” Lynch testified at the trial. “The reality of life is that it’s nuanced and it’s messy and sometimes you do your best to get through it. And companies are just like that.” When the verdict came, following two days of deliberations, Lynch hugged his lawyer and wiped his eyes.

HP’s acquisition of the company was initially seen as a validation of UK technology and the Cambridge “Silicon Fen” tech cluster where Autonomy was based. But in 2012, HP publicly accused Autonomy and its executives of accounting failures. The lawsuit followed. Lynch chose to fight the civil trial with HP in London before facing a US jury in the hope that a ruling on home soil would help his case. 

In 20 days of testimony in the UK civil case, he served up a litany of anecdotes aiming to illustrate that HP was riven with executive turmoil and infighting as the company replaced its chief executive officer and pivoted on strategy shortly after the disastrous Autonomy deal.

He largely succeeded. Documents showed HP executives turning on each other — with HP CEO Meg Whitman, the onetime candidate for governor of California and current US ambassador to Kenya, saying she’d be prepared to throw her predecessor Leo Apotheker “under the bus in a tit for tat.” Taking over just as HP closed the Autonomy deal, Whitman sought to focus the firm back on its core PC unit to better manage the sprawling business.

But after one of the longest and most expensive trials in British history, Judge Robert Hildyard ruled in 2022 that Lynch and Autonomy had fraudulently boosted the value of the company. “One of the tragedies of the case is clear: an innovative and ground-breaking product, its architect and the company will probably always be associated with fraud,” the judge said in the ruling.

Damages pending

The judge was still to decide the damages Lynch would have to pay. HP was seeking $4 billion from him and his finance chief, but the judge had cautioned that it was likely to get substantially less than that.

Those looming penalties from the civil suit did not dent Lynch’s ambitions once he was released from house arrest in the U.S.

“I am looking forward to returning to the U.K. and getting back to what I love most: my family and innovating in my field,” Lynch said in a statement after the California jury cleared him of criminal wrongdoing.

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Accounting

GASB issues guidance on capital asset disclosures

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The Governmental Accounting Standards Board issued guidance today that will require separate disclosures for certain types of capital assets for the purposes of note disclosures.

GASB Statement No. 104, Disclosure of Certain Capital Assets, also establishes requirements and additional disclosures for capital assets held for sale. 

The statement requires certain types of assets to be disclosed separately in the note disclosures about capital assets. The intent is to allow users to make better informed decisions and to evaluate accountability. The requirements are effective for fiscal years beginning after June 15, 2025, and all reporting periods thereafter, though earlier application is encouraged.

The guidance requires separate disclosures for four types of capital assets:

  1. Lease assets reported under Statement 87, by major class of underlying asset;
  2. Intangible right-to-use assets recognized by an operator under Statement 94, by major class of underlying asset;
  3. Subscription assets reported under Statement 96; and,
  4. Intangible assets other than those listed in items 1-3, by major class of asset.

Under the guidance, a capital asset is a capital asset held for sale if the government has decided to pursue the sale of the asset, and it is probable the sale will be finalized within a year of the financial statement date. A government should disclose the historical cost and accumulated depreciation of capital assets held for sale, by major class of asset.

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Accounting

On the move: RRBB hires tax partner

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Uddin-Suha-RRBB.jpg
Suha Uddin

BRIAN BOUMAN MEMORY CREATIO

Suha Uddin was hired as a tax partner at RRBB Advisors, Somerset. 

Sax, Paterson, announced that its annual run/walk event SAX 4 Miler, supporting the Child Life Department at St. Joseph’s Children’s Hospital in Paterson, has achieved $1 million in total funds raised since its inception in 2012.    

Withum, Princeton, rolled out a new outsourcing service offering as part of its sustainability and ESG practice designed to help companies comply with the European Corporate Sustainability Reporting Directive, the mandate requires reporting of detailed sustainability performance as it pertains to the European Sustainability Reporting Standards , effective January 2023.

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Accounting

Armanino takes on minority investment from Further Global

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Top 25 Firm Armanino LLP has taken on a strategic minority investment from private equity firm Further Global Capital Management.

The deal, which closed today, is the latest in the series of investments by private equity in large accounting firms that began in 2021 — but with a key difference, Armanino CEO Matt Armanino told Accounting Today.

“What’s maybe the punchline here — what’s really unique, I think — is that we wanted to focus on a minority investment that allowed us to retain not just operational control of the business, but ownership control of the business,” he said. “Those are some of the guiding principles that we’ve been thinking about over the last number of years, and we felt like if we could accomplish those things strategically with the right partner, it would really be just a home run, and that’s where we think we’ve landed.”

As is common with CPA firms taking on private equity investment, Armanino LLP will restructure to an alternative practice structure, splitting into two independently owned and governed professional-services entities: Armanino LLP, a licensed CPA firm wholly owned by individual CPAs, will provide attest services to clients, and Armanino Advisory LLC, a consulting and advisory firm, will perform non-attest services.

Inside the deal

As have many large firms, Armanino LLP had been looking at private equity for some time.

“We’ve been analyzing the PE trend over the last few years and our discussions with Further Global actually began several years ago, and along the way we confirmed our initial inclination that Further Global would be a great partner for us,” CEO Armanino said.

“We had the opportunity to meet with dozens of leading private equity firms,” he explained. “Ultimately we concluded that Further Global would be the best partner for us based on their expertise in partnering with professional service businesses in particular, and our desire for a minority deal structure.”

Matt Armanino
Matt Armanino

Robert Mooring

While citing Further Global’s “deep domain expertise” in financial services and business services firms, Armanino noted that this would be the PE firm’s first foray into the accounting profession: “This is their first accounting firm deal, and I think they’re only focused on this one at this time.”

An employee-owned PE firm, Further Global invests in companies in the business services and financial services industries, and has raised over $2.2 billion of capital.

Guggenheim Securities LLC served as the financial advisor and sole private placement agent to Armanino LLP, while Hunton Andrews Kurth LLP acted as its legal counsel. Further Global was advised by Pointe Advisory, with Kirkland & Ellis as legal counsel.

“Armanino ranks as high as any CPA firm in the country with the private equity community,” commented Allan Koltin, CEO of Koltin Consulting Group, who has advised Armanino for over two decades. “Their deal with Further Global fit just like a glove. They will keep control and now have the capital structure to compete on the biggest of stages.”

Internally, the Armanino partner group was unanimous in its support for the deal — and in its insistence on only selling a minority stake.

“We’ve had transparent discussions at the leadership level around not only adding an outside investor, but we knew very early on that a minority investment was the best path forward for us, and we were very excited that there was unanimous support from the entire partnership group around that decision,” Armanino said. “This structure is also going to allow the long-term owners and partners of Armanino to maintain full control over our day-to-day operations, and the proud culture that we’ve built.”

“No other firm in the Top 25 has a structure like this, and I think that’s pretty significant,” he added.

Capital plans

The goal of the deal is to give Armanino the capital it needs to take itself to a new level of growth while also addressing some of the most pressing challenges in accounting: investing in technology, pursuing inorganic growth through M&A, and attracting and retaining talent.

The firm has always been tech-forward, and recently has been a major pioneer in artificial intelligence.

“The capital will enable us to fast-track our investments in advanced technology solutions, particularly AI,” said Matt Armanino. “We’ve seen growing desire from our clients to deploy real applications for AI solutions. And while we’ve been at the forefront of automation and AI since the early days, with the development of our AI Lab a few years ago, innovative AI-driven solutions that address our clients’ most urgent challenges remain a top priority for us.”

Beyond technology investments, the firm plans to continue its aggressive M&A strategy, which has brought on 19 acquisitions since 2019.

“Those transactions have allowed us to expand our capabilities and enter into new markets and drive greater value to our clients,” said Armanino. “And we think we can accelerate that now with this capital structure that we have.”

All that M&A has brought the firm a lot of fresh talent, but no firm these days has enough, and that’s a third purpose for the new capital.

“We think there remains a lot of ripe talent across the country out there,” he said. “I think the capital will support our efforts to attract, retain, develop and reward top talent by investing in people who drive our entrepreneurial spirit here at the firm.”

The deal will allow the firm to reward top talent, for instance through equity plans that allow them to extend the firm’s ownership culture beyond the partner group that it has traditionally been restricted to.

“In many cases, for our most senior employees today, there’s not a natural mechanism to align their effort to the success of the firm to the growth of our enterprise value and how that ultimately rewards them,” explained Armanino. “And we are very excited that we have new mechanisms, and plans in place, that are going to allow us to do that very well, and effectively push down the benefits of ownership and that ownership culture to our most senior employees.”

“Finally,” he added, “speaking to our innovative culture — and that’s a big part of our brand — the capital will empower us to say ‘Yes’ more frequently to great ideas, to entrepreneurial ideas and initiatives that truly make a difference for our clients and set us apart as a leader in this industry.”

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