Late last year, distressed firm Think3, best known for its industrial design and styling CAD software ThinkDesign, tried to strike a positive note.
After Think3 was acquired by Versata last October, newly appointed CEO Scott Brighton wrote, “We are very excited to announce Think3 as the newest member of the Versata family. Our focus now is to grow the company by investing in our most important asset — our customers.” According to the same announcement, “Think3 will continue to operate as a stand-alone corporation within the Versata family of software businesses.”
In an online document that bears the names of both Think 3 and Versata (which, inexplicably, doesn’t link to Think3’s current web site), Austin Scee, Versata’s general manager for Think3 Division, explained, “Versata FZ-LLC is the Dubai-based international headquarters of our family of companies, which has operations all over the world. When we acquire assets like Think3, we transfer the IP to our headquarters, which is a common practice for technology companies.” According to Scee, Versata specializes in acquiring companies in “a state of severe financial distress” to stabilize and revitalize them.
Despite new leadership, Think3 continued to make headlines, not in a good way. ” Think 3 Inc. has not been paying its Indian subsidiary Think 3 India, and has even withdrawn management support, leaving employees out on a limb,” CNBC-TV18’s Vineetha Athrey reported (“How has recession hit Think 3 India and its employees?” December 30, 2010).
Earlier this month, on May 11, Think3 once again gave the impression it was rebooting: “Think3 restarts operations and confirms that it is the only owner of the software and the intellectual property rights,” reads the announcement.
Think3 says it has resumed its:
- customer care service;
- license administration for license code management; and
- sales and distribution of products through authorized Think3 resellers.
Andrea Ferri, administrator of Think3, said, “Over the last few days we have resolved over 100 cases from our customers. We have also decided to offer all customers a grace period until the end of the year to cover any assistance even if customers currently have a maintenance contract with Versata. The worldwide feedback from the Thihk3 customers and partners has been truly incredible and we look forward to organizing new events and announcements for the think3 Design Community.”
However, the turnaround suggested by this announcement was undermined by other documents on Think3’s home page, under the Caveat Emptor section containing court documents and declarations. Signed by Dr. Manuela Velotti, an Italian judge, it ran, “Having acknowledged that the Trustee of Think 3 Inc, Dr Andrea Ferri, obtained the required authorization by the Creditors Committee to terminate the license agreement for the use of technology entered into with Versata FZ LLC on 7.10.2010, … Therefore acknowledges that the aforementioned technology license agreement has been terminated.”
Recently, Think3 issued yet another announcement: On May 18, it filed for Chapter 11. According to the company, “During hearings held on May 23, Think3 received interim approval for secured post-petition financing and authority to employ AP Services LLC as crisis managers and Rebecca A. Roof as President, Secretary, and Chief Restructuring Officer”
Roof said, “We determined that this was the best course of action to preserve value for Think3. Certain actions taken by the Italian trustee appointed for insolvency proceedings of Think3’s Italian registered branch and subsidiary have caused disruptions in Think3’s business and resulted in a lawsuit being filed against Think3 by Versata FZ-LLC. We hope to have speedy and productive discussions among all parties to quickly resolve these issues. In the meantime, Versata has advised Think3 that Versata intends to continue to service, support, and further develop the Think3 products that Versata acquired.”
On March 14, 2011, several creditors commenced an insolvency proceeding against Think3 and its Italian Subsidiary in Bologna, Italy. The Italian Court appointed a trustee, who seized control of the Italian Subsidiary’s assets and property.
Previous to Versata’s acquisition, Think3 had already been acquired by ESW Capital LLC., a venture capital firm, in September 2010 in a stock -purchase transaction, as recorded in this Chapter11 Library online. Obviously Think3 cannot be acquired in whole by two different firms. So who acquired which part of Think3? And who is the current owner of Think3? The answer remains elusive.