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Inprise Director Resigns in Merger Protest

JohnZed writes, " A press release just came out announcing that a member of Inprise's board of directors, Robert Coates, has resigned in protest over the terms of the pending Corel-Inprise merger. Apparently, all is not going well with Corel's attempts to capture a place in the Linux market. "

34 of 117 comments (clear)

  1. Lawyer: Good Lord, this is why we have directors by hawk · · Score: 5

    Yikes. After reading a few pages of this, my head is reeling.

    Years of complaints about misbehavior by executives in mergers, and then one does the *right* thing, and we all complaint.

    The board of directors are supposed to represent the shareholders. It is generally a Good Thing (tm) for them to have a large enough stake in the company to align their interests with theose of the shareholders. He has over 3 million shares.

    When an offer to buy the company comes, directors are supposed to evaluate whether or not the offer is in the best interests of the shareholders, and find a better deal if they can (or, remain solo if they think the shareholders will do better). THat is *exactly* what he is doing here: saying that the shareholders may be better with a different deal,k and that they should go shopping.

    Finally, there has been motion towards outside directors in recent years--rather than form the whole board from company management, who have their own agenda (keeping their perks & incomes), the outside directors can freely object, and speak *just* from shareholder interests--*particularly* in the case of mergers.

    We've spent the last fifteen or so years trying to create *exactly* this situation, and people are jumping all over him for this. There's even a couple below that think that he's upset because he was scheming to be CEO. Oh my goodness, a CEO (yes, he is CEO of another firm) with expertese in management consulting brought in as an outside director [*gasp*] submitted management suggestions! Why would he do this without ulterior motives???

    Maybe he's right about the deal; maybe he's not. But his role in the system is to make exactly this decision; that's why the Imprise shareholders pay him in the first place.

  2. Re:The VCL is large by Frodo · · Score: 2

    In fact, once you've ported basic libraries, porting other things should be rather easy business. At least, if you've built your app in the Right Way (TM), i.e. each module does his thing. Then you should port widgets, I/O and possibly memory management, and the rest should work.

    The sad fact is that debugging the above things usually takes 80% of time, so it doesn't help much anyway...

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  3. Re:Do we want these companies on Linux? by Frodo · · Score: 2

    Are you to say that bad coding practices is *good* because it helps develop code faster? Believe me or not, it doesn't. If you code is bad, you'll spend in debugging all the time you've saved on development, and still will get non-working app. So bad code doesn't make anything faster.

    Good point here is that big code doesn't mean bad code. Moreover, for every good code there will be a bad code that is smaller and work almost the same. "Almost" is the keyoword here.

    As for Delphi4Linux - I'd like to see it. Maybe then I'll take look on it (though I hate pascal anyway, so it won't make me any good :)

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  4. Solution: use WINE by acb · · Score: 2

    The obvious solution would be to use WINE in toolkit mode. Not sure how native it looks under Linux (i.e., whether it complies fully with the ICCCM, handles WM hints, and plays nice with KDE/GNOME where appropriate), but since it's open-source, Borland could merge VCL with it, and build from there.

    Given that Corel have done a lot of work with WINE, and have now merged with Borland, that seems like quite a sensible solution.

  5. Questions...questions... by N8F8 · · Score: 2

    Since the merger was announced I find myself repeatedly asking why. The best answers I can come up with are 1) to provide a better dB app for Corel Office (better than Paradox?) to make it a complete product. 2) to provide a suite of developer tools.

    On the graphics end they have MS beaten hands down. A good dB app could come in handy, especially one already ported to Unix/Linux. In the end the only real benefit (real enough to endanger shareholder confidence) would be the addition of RAD tools. Corel currently uses VBA, maybe acquiring Delphi will alow them to quit having to play against MS on their turf. Other than that I'm completely baffeled. From a marketing standpoint you have one company suited to businesses and end users and another with products for developers. I just don't see much synergy there unless they completely focus on Linux.

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    "God fights on the side with the best artillery." - Napoleon, Marshal of France - speaking truth to power
  6. I just read the press release by unitron · · Score: 3

    Anybody got a buzzword to English dictionary I could borrow?

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    I see even classic Slashdot is now pretty much unusable on dial up anymore.

  7. Inevitable Merger Casualties by ralphclark · · Score: 5

    Mergers always involve casualties, even at board level. And even among the survivors there will be those for whom things didn't go the way they wanted. I don't expect the market will read *too much* into this little spat as long as Robert Coates shuts up and goes away soon.

    But the charges he is making are certainly interesting. And he appears to be some sort of management consultant, which doesn't fit well with the usual picture of a disgruntled and displaced director forced out and with nowhere else to go.

    If Coates makes a rational case in his upcoming letter, the SEC may be compelled to investigate and that would not be too good for Corel (especially given the recent bad publicity surrounding Mike Cowpland's alleged insider dealing). However unjust it may be, mud sticks.

    However it plays out, if the merger doesn't go through it'll mean yet another disastrous blow to Corel's share price. In that case Corel may find *themselves* ripe for takeover.

    Personally I'd hate to see this happen to Corel but OTOH I can't exactly say I was overjoyed when I the merger was announced. Inprise are already pretty much in bed with the Open Source community and I can't really see how a merger would benefit us. I'd much rather see a diverse market of smaller companies co-operating with each other than a market dominated by a small handful of megacorporations. Megacorporations tend to stuff the customer every opportunity they get; ethics and morals get blown out the window in the name of responsibility to shareholders.

    Consciousness is not what it thinks it is
    Thought exists only as an abstraction

  8. FUD from Slashdot Editor by SurfsUp · · Score: 2

    Apparently, all is not going well with Corel's attempts to capture a place in the Linux market

    What has a disagreement between an employee of a merged company and the purchaser have to do with Corel's entry into the Linux market? Answer: nothing. This is FUD, pure and simple, and it pains me greatly to see such a thing coming from a Slashdot editor. You should be ashamed of yourself, Hemos.

    For my part, I think Corel deserves all the support they can get; they are a valuable member of the Linux community; they have already contributed a great deal, and I fully expect them to contribute a great deal more; and we ***now can hope for a much more timely release of Delphi on Linux***.

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    1. Re:FUD from Slashdot Editor by Zoltar · · Score: 2

      I think you are missing the point. If you have a look at the stock performance of Corel and Inprise you will see that all does not seem to be well. The tech sector is booming and Corel and Inprise are both losing big percentages on a daily basis. Inprise @ 8.5 off from a high of 20 a few months ago; Corel @ 13.25 down from 44 in December. Meanwhile the Nasdaq has gone up about 25%.....hmmm that looks like a bad sign to me.

      Check out the Yahoo Inprise Msg Board for some indication of how some investors feel. This has nothing to do with Corels entry into the Linux market or FUD as you propose, it has everything to do with a proposed merger that might not be in the best interest of Inprise.

  9. Lazarus by robinjo · · Score: 4

    As several people have already asked about Delphi for Linux, I'd like to give a pointer to Lazarus. It's a project that is aiming to create a free Delphi for Linux. Medigo was another project but it apparently died while Lazarus is moving faster than ever.

    Lazarus uses the Free Pascal Compiler which is already a great pascal compiler. It's semanticly compatible with Turbo Pascal 7.0 but it also contains a lot of Delphi extenstions like long strings. The Lazarus team is writing all the class libraries and an editor.

    At the moment lots of classes are done but they could use some help with remaining classes and the editor. Check out their home page and have a look.

  10. No good will come of this by shambler+snack · · Score: 2

    I have been very concerned about the merger of Inprise and Corel ever since the announcement. Inprise is by far the more valuable of the two companies, and has many valuable products that I have used; specifically, Visibroker and JBuilder. I have used other Borland/Inprise tools in the past, particularly Delphi and Borland C++.

    Corel, on the other hand, has a long history of purchasing the industry's leftovers (such as WordPerfect) and essentially doing nothing with them. I am well aware of Corel Linux, but after purchasing a copy, I found it did not install on any of the current machines I had access to (specifically problems with the video drivers) that other distributions (Red Hat, SuSE) had no problems with. I have never been impressed with Corel quality, and I fear for the negative technical impact the merger will have on Inprise.

    I want to use Borland/Inprise tools, and I'm willing and happy to purchase them for both Windows and Unix/Linux platforms. But if the merger is completed, I will have to seriously consider other vendors. I will not stay with the combined companies.

  11. More merger protests by JohnZed · · Score: 3

    If you're really interested in the details of this merger, check out http://www.pathcom.com/~dmagie/" for an in-depth description of why this is such a bad deal.

    If I had to summarize my own views, I'd say the key thing is that it totally undervalues Inprise. Did you know that Inprise has $250 million in actual cash on hands and 0 outstanding debt? But this merger, right now, values it at under $500 million TOTAL. Sure, a year ago the company was bleeding money and nobody wanted to touch it. But now it's breaking even and has a solid long-term plan to be the best, serious provider of cross-platform development tools. As a developer who has to use Windows and Linux (and would LOVE a good Linux RAD tool), I think that's a pretty decent plan.

    Top that off with the fact that Corel and Inprise are targetting totally different, non-overlapping audiences (beginning users vs. professional developers), and it really makes me wonder who the hell thought of this deal anyways. --JRZ

  12. The key is "the 'Internet community' " thing by Dacta · · Score: 2

    C. Robert Coates wanted to turn Inprise/Borland into another Internet based service provider - but Borland's real strength is in Development tools.

    Sure, this merger might not "results in substantially higher prices for Inprise shareholders", but compared to turning Borland into YADP (Yet Another Developer Portal), it is great for the developers (and I'm a Delphi developer, and so my opionion does count for something here)

    I'm not totally convinced that Corel is a good partner, but Borland has been doing good things lately (Kylix, Open Sourcing Interbase), and I'm prepared to wait and see.

    I think you will find that most people who are complaining about the merger don't care about quality software, just about their stock portfolio.

    That suck for people like me who just want the best tools for the job - which Borland has always been good at making.

  13. Motives. by Matt2000 · · Score: 3

    It's my take here that Mr. Coates' motives in this could be very personal. The article states that he owns 3,005,440 shares of Inprise and if Corel's previous acquisition record is to be applied here then those shares could be worth very little in a year or two.

    Corel has a strong history of losing to Microsoft in any area in which it decides to go head to head. Probably Mr. Coates believes that his, and his company's interests are best served not in a turf war with Microsoft, but by servicing both camps with much needed multi platform development tools (Borland) and application architechtures (Visigenic).

    Hotnutz.com - Funny

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  14. He's doing his job by SpinyNorman · · Score: 2

    Presumably he got a lot of those shares by way of being on the board, and the reason companies do this is to help ensure that the board member's interests are aligned with those of the shareholders. However, where he got the shares from is unimportant.. what's important is that he is doing the right thing for the Inprise shareholders - the fact that he happens to be a major shareholder is really somewhat irrelevant.

    Inprise certainly has much greater growth potential and share price appreciation potential on it's own than a combined Corel-Inprise would. Look for Corel's P/E ration to sink from its current 50-60 to a more normal 20-30... the absurd Linux premiums are disappearing, and companies like RedHat, VA Linux and Corel are all sinking to normal business valuations.

    IMO, Inprise as a stand alone company with excellent technology is way better positioned to grow as a boutique Linux tools specialist, than Corel is likely to succeed in using Linux to pull it out of it's mismanaged Windows past.

  15. Re:Do we want these companies on Linux? by Pont · · Score: 2

    It was my understanding that while there is a larger minumum size if you use any visual components, Delphi code is NOT 50% larger than any other compiler. Sure, a 1MB gcc'd app might be 1.5MB if done in Delphi, but a 20MB gcc'd app would still be 20.5MB in Delphi.

    Also, I guarantee you that a 1.5MB "bloated" Delphi app is going to run faster than a TCL/Tk app, which has to load an interpreter anyhow.

    What it all comes down to is this;
    Do you want a 100% hand coded app that runs screeming fast but you have to spend a ton of time debugging why it segfaults when you open a popup menu
    Do you want to use a good RAD tool to plop down a GUI that just works with no headaches and spend your valuable time working on the backend and still get an app that runs fast?

    Dephi not open? Valid argument, but it's a personal argument. As long as you can write Open Source Software(TM) with Delphi, I'm not so bugged that it's not GPL'd.

    ((Posting trouble. Apologies if this is a repeat))

  16. Re:Microsoft invested in Inprise. Why? by NavySpy · · Score: 3
    Del Yocam left the company because he was driving it into the ground. There was no "protest". His $40,000 couch was in the hall after he left as a symbol.


    MS "invested" is Borland as a settlement to a lawsuit. It wasn't a willing transaction, and they only have non-voting stock.

  17. Re:Do we want these companies on Linux? by DaveHowe · · Score: 2
    If by poorly written code, you mean code that isn't as optimized as it can be, then yes, by all means. This is not the 70s anymore. Any software engineer will tell you that writing software is always a compromise between many goals. Speed is nowhere near as important as it was say 10-30 years ago. Neither is size. The software industry seems to understand this, and you do not.
    This is a borderline subject - you have to balance a lot of things to produce a successful product; Speed *is* important, but (apart from in games) not as important as other factors such as reliability, ease of use and maintainability of code (and if you *don't* think this last one is important, you haven't ever developed anything past the hand-in-to-tutor stage; if you are lucky, it is some other fool cursing your name. If you are unlucky, it is you at 2am scratching your head and wondering why altering A stops B from working)

    That said, there is little or no justification for sloppy programming in the "if it doesn't work, buy a faster computer" style - it is a marketing issue, rather than a technical one; back in the 80s, software that wouldn't run on the "base" machine just didn't sell - you couldn't rely on your customer base having the expensive upgrades and gadgets that would make your program shine above it's competition without effort; you had to do it the hard way, by writing better code.....
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  18. Re:Do we want these companies on Linux? by Jay+Maynard · · Score: 3
    My point exactly.

    Huh?! Unless you're seriously advocating that a 300K program-in-development that doesn't do anything approaching what the user wants is somehow better than a 1.5 MB program that does, you missed my point entirely. My point is more about development leadtimes than about code size.


    I'm estimating that the same program, coded with vi and make and done the old-fashioned way, would come out somewhere around a megabyte of finished executable. Okkay, the Delphi program is 50% bigger. Big, fat, hairy deal. The version coded the old-fashioned way would take about 10 times as long to develop and debug. In the world of business, where people expect their computers to actually do useful work, that tradeoff is a no-brainer.


    Without a RAD tool, Linux will never make it out of the server room and onto people's desktops, for it's completely unsuitable as an applications platform. People following the One True Linux Way as you advocate it will get run over by others who beat them to market with bigger, slower, but running code.


    I care as much about Linux as you claim to. However, to me, Linux has the potential to replace Windows in many more roles than just Web and file servers. To compete in those spaces, it must have comparable capabilities, and Delphi brings a very important set of those capabilities to the Linux world. Market acceptance is much, much more important then ideological purity if the goal is to have Linux be accepted as widely as Windows.
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    Disinfect the GNU General Public Virus!
  19. Re:Delphi Anyone? by Jay+Maynard · · Score: 3

    I think the word RAD is a buzzword. Sure, you can place out a button a few seconds faster in VB than QT, but how much time of the overall project-time does that account for? 2% ?

    The real beauty of a RAD environment such as Delphi is that it removes the need to explicitly code the standard boilerplate that has to be done every time you add a user interface control to an application, and the message handlers, and control blocks, and on and on and on...Anyone who's written a Windows (or OS/2 PM, or X, or other stuff) app the old-fashioned way will be amazed at how much time you spend working on the problem to be solved, rather than in the tedious low-level stuff, in a RAD environment.
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    Disinfect the GNU General Public Virus!
  20. Re:Delphi Anyone? by Jay+Maynard · · Score: 3

    Have you ever tried QT yourself?

    No, I haven't. I guess the central question is: How much time do you spend writing code that does the real work of your application, and how much time do you spend writing code that handles the mechanics of the user interface? My experience with Delphi on the payroll project is that nearly 95% of my time is spent on writing the application, not the mechanics. Can Qt achieve that?
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    Disinfect the GNU General Public Virus!
  21. Re:Do we want these companies on Linux? by Jay+Maynard · · Score: 5

    Who would want to code using the Delphi or C++ Builder environments? Even for a Windows application their interface sucks, and the underlying code base isn't much better. It supports a vast, bloated and confused class structure which encourages the creation of slow, windy programs. Why do we need software like this when we have tools like vi and make already part of Linux?
    Have you ever developed a serious application with Delphi? I have and am, a large, very customized payroll system for a company with extremely nonstandard payroll requirements. (Their chart of accounts is over 70,000 long, and 95% of that is payroll for 450 employees.) It would have taken me 10 times as long to develop this program in a non-RAD environment. Yes, the program is larger than it would be if I'd used more traditional development tools...but I'd still be developing early functionality, instead of getting ready to hand them a feature-complete version. What's better, a program that they can use that has a 1.5 MB load module, or a 300K load module that they can't use to get real work done?
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    Disinfect the GNU General Public Virus!
  22. Re:Do we want these companies on Linux? by Old+Wolf · · Score: 3

    This is typical of why Linux is so backwards in the global market. Your attitude may be appropriate for writing applications on a 1Mb 386, but these days computers have power.

    "In the Linux world it is not acceptable to have this extra 1.3 MB of redundant code just to save yourself some effort. "

    Not acceptable to you perhaps. I accept this because I realize that a 1.3Mb file size doesn't make a hell of a lot of difference, but the fact that I have this great functional application *now* rather than 2 years down the track, does make a difference.

    "True Linux coders understand the need for small, tightly coded applicaions and will therefore eschew Delphi as being an evil Windows tool not suitable for Linux coding."

    I think you mean "True 1970s coders".

    "If people start to program their applicaions under Delphi it will be the start of a slippery slope, the end of which will see Linux becoming a Windows clone."

    You would deny Linux the huge range of applications that Windows has (and in fact, as we all know, one of the major reasons Linux does not have as wide usage as Windows is because it doesn't have the application base) merely because you don't like code bloat?
    You could label any OS with a GUI and lots of code a "Windows clone". You seem to do this, and decide you would rather be crippled than risk that someone might apply this name. Oh dear..

  23. God, I hope... by cgadd · · Score: 2
    that they don't royally screw this merger up!

    As a long-time Delphi developer, I'll be incredibly annoyed if they don't continue to improve what I think is the best Windows development tool out there.

    At the same time, I'm hoping and waiting for Kylix (Delphi for Linux) to hit the streets. It'll be nice to have modern development tools for Linux. For some more info about Kylix, check this link out

    Borland's development tools are awesome. I just hope Corel doesn't manage to screw it up.

  24. A financial not technical or philosophical dispute by dsplat · · Score: 3
    This quote from the press release summarizes it nicely:

    Mr. Coates says he will oppose the merger unless it results in substantially higher prices for Inprise shareholders and/or can be shown by Inprise's CEO to clearly benefit Inprise's customers. "Corel has a great Linux distribution, and I wish them the best in their battle against Microsoft. I would like to see the two companies form some type of alliance, perhaps like the one Inprise just announced with TurboLinux."


    He is acting in the interests of the shareholders of Inprise to the best of his ability and knowledge. Clearly he wants to work with Corel. And the fact that he is resigning now rather than immediately after the mreger plans were announced says to me that this is over the details of the merger deal itself rather than the whole idea of merging. Let's see how Inprise and Corel react to the news.
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    The net will not be what we demand, but what we make it. Build it well.
  25. Re:Do we want these companies on Linux? by TummyX · · Score: 2

    So basically what you are saying is that just because computers have got better it is more acceptable to produce poorly-written code?

    If by poorly written code, you mean code that isn't as optimized as it can be, then yes, by all means. This is not the 70s anymore. Any software engineer will tell you that writing software is always a compromise between many goals. Speed is no where near as important as it was say 10-30 years ago. Neither is size. The software industry seems to understand this, and you do not.

    Ever wonder why it took NOW before Unix got decent desktop enviroments and applications that people can use (eg. lots of GUI options). It's cause of 'bloated' GTK+ and QT, that make it much easier to write applications. And 'bloated' technologies like KOM/OpenParts/Bonobo are making things even easier.
    You can't do everything, and there's no point spending 5 years developing something with gcc & vi that could not do half the job that spending 1 year one year on Delphi could do.

  26. Microsoft invested in Inprise. Why? by Krollekop · · Score: 4
    Mr. Coates is not the first one to resign from Inprise's Big Board. You'll remember that not so long ago, Chairman and CEO Dell Yocam left the company, probably in protest against to the Microsoft-Inprise deal.

    At that time, Microsoft invested more than $100 millions in Inprise, and that really scared the hell out of me. Like many Java-CORBA developers, I was not too happy to hear that Microsoft - the DCOM protagonist - had just gained access to one of the top CORBA product: VisiBroker.

    Now I'm a bit more at ease because we've got two opposite and strong politics:

    1. Corel-Inprise with Corel LINUX, VisiBroker and IAS, WordPerfect, J/CBuilder;
    2. Microsoft-Inprise with Windows, DCOM/DNA/MTS, MSOffice and Visual Studio.

    Now, I really can not understand why Microsoft invested in Inprise. It is the most aggressive competitor they had for long. And I wish them all the best...

  27. Check the Help Wanted adds! by threaded · · Score: 2
    Senior R&D Engineer

    Senior engineering position responsible for research and development of the Delphi compiler for Linux. Will work with the entire team to to deliver future versions of Delphi for Windows and Linux.

    Would've posted earlier but wanted to apply first ...

  28. Re:The VCL is large by spiralx · · Score: 2

    Yeah, I was looking at the Lazarus stuff earlier and was impressed by how far they'd got porting the VCL. On the other hand Borland are also writing a native Linux compiler, which I'd assume will include all of the opimization tricks which make most commercial compilers superior to free ones. Coding this will probably take as long, and I doubt the Free Pascal Compiler will ever produce as tight code as the Kylix one (unless Borland comapletely cock it up).

  29. Re:The VCL is large by spiralx · · Score: 2

    Yes, I'm aware that compilers are largely OS-independent seeing as all of the OS-specific code is contained within the libraries. However from the Project Kylix press release here, I read the following:

    Plans are for Project Kylix to be powered by a new high-speed native C/C++/Delphi compiler for Linux ...

    That's the reason I made that statement.

  30. Re:Do we want these companies on Linux? by spiralx · · Score: 2

    They're also porting C++ Builder to Linux so you don't have to dirty your hands with the evil of Pascal ;) There's a press release here.

  31. Re:The VCL is large by spiralx · · Score: 2

    Okay the base classes aren't exactly OS-specific but it's more the classes from TComponent downwards that'll take the time. They are generally just wrappers around direct Win32 API calls and so they'll have to have all of their private methods altered to work under Linux. If there are any functional differences between the Win32 and Linux APIs here then this will also add to the coding time.

  32. The VCL is large by spiralx · · Score: 5

    Have you ever looked through the entire class hierarchy of the VCL Deplhi uses? If you start at the base class TObject and work down through TPersistant, TComponent, TStream and all of the rest you'd realise that there is a huge amount of work just porting the library across so that it works with Linux rather than the Win32 API.

    And that's not even counting the effort required to port the IDE, standard libraries, compiler, debugger, profiler etc. etc. A full RAD tool is a very large program.

  33. Delphi Anyone? by seaportcasino · · Score: 2

    Hey, is Inprise ever going to release Delphi for Linux. It seems like I recall they announced that quite a while ago. Boy, the platform sure could use a RAD tool like that. But it doesn't really seem like Inprise is all THAT committed to Linux. They're sorta just on the other side of the fence from Metroworks...

    I can't believe what a deal this is. Get paid to surf the web.