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Where can we see news updates for the "contractual issues" that is impeding BG works?



  • VishnuVishnu Member Posts: 66
    edited July 2013
    MaiNoKen said:

    A debt claim of 261 million USD against a such a small company is crazy - that is equivalent to the market cap of a smaller publicly traded company with possibly a couple hundred employees. It is highly unlikely the liquidation of Atari US can generate anything close to that.

    I saw it too. How can that even happen?
    EDIT : To clarify, I got a business background, so it's more of a, "How exactly did a small videogame company get such debt with just a particular creditor?"
    EDIT#2 : Somehow related, entertaining read about Atari :

    Post edited by Vishnu on
  • raxtorenraxtoren Member Posts: 228
    edited July 2013
    Speaking of debt, Toni Braxton has a 50 million dollar debt and is broke. Certain idiots invest in things that keeps losing money, and with intrest it keeps going up.

    oh nvm I found this now among those who sued her: AT&T phone company, The Four Seasons Hotels, DirecTV, Neiman Marcus [an upmarket department store], Tiffany & Co. BMW Financial Services, American Express and Flamingo Hotel in Las Vegas.

    She was just an idiot.

  • CorianderCoriander Member Posts: 1,667
    @raxtoren Even with the keyword 'debt' being included, that's a bit off topic. We don't need to turn this into looking at who else is in debt or going through bankruptcy.

  • taltamirtaltamir Member Posts: 288
    MaiNoKen said:

    you don't know if some add-on or revised content will trigger sh*t storms with social conservatives (on suggestive sex, religious, and racial content)

    This is known as "free publicity" and has always increased sales of video games.
    MaiNoKen said:

    or patent trolls (like some function of BG release on mobile device may have violated an obscured patent). If there are any hints of triggering trouble

    Not doing anything because a patent troll might sue is a terrible policy, as is appeasing patent trolls.
    Take for example newegg who has been AGRESSIVELY going all out against patent trolls, utterly destroying them rather than saving a few bucks early on... the result? All the patent trolls that went after newegg were crushed and new ones are too afraid to touch them anymore and go after other companies.

    Also the licenser of an IP is not threatened by patent trolls, the small company who uses it to make the game is.
    MaiNoKen said:

    the sane response is to shoot the concept down.

    That is the insane response, it means you are souring relations with your IP partners out of unjustified paranoia that will result in companies telling you to suck lemons while making their own IP... see mass effect, dragon age, project eternity (also a case where developers publicly stated they will not use another company's IP due to their years of bad experiences).
    MaiNoKen said:

    This is one of the reason why Apple, Sony and Nintendo, all of them own their own online store. Many WOTG products are authentic WOTG products. Keep in complete control, and be able to pull the plug quickly if there is a need to.

    This is not at all why those companies operate their own stores. They operate their own stores so they can take a cut easily out of anyone making a purchase for their hardware. They produce and control the hardware to force developers to sell through their store to increase their bottom line.

  • IllydthIllydth Member, Developer Posts: 1,641
    The linked article, I think, has the key to why Atari Europe has such a huge claim on Atari US's property: Retention of brand.

    As I noted above RE: Chapter 11 Bankruptcy, if the Bankruptcy sell off results in the failure to pay off the company's debt, the debtors now own the company. Filing a $261M dollar claim against Atari US pretty much secures Atari Europe a stake in the Atari Brand after Atari US no longer exists...

    And based upon the size of that debt ($261M + 30M from another Atari Europe parent company) it's almost guaranteed that they just cut off the head of Atari US. If that debt is considered having to be paid back, Atari US can now be considered to no longer exist...the IP's they're selling off can't come anywhere CLOSE to paying off even a small PERCENTAGE of that debt.

  • raxtorenraxtoren Member Posts: 228
    Coriander said:

    @raxtoren Even with the keyword 'debt' being included, that's a bit off topic. We don't need to turn this into looking at who else is in debt or going through bankruptcy.

    someone wrote that 260 million dollar debt is crazy for a company, and I just pointed out that there are celebs without employers who can reach 50+ million dollar in debt. because they spend on things they never could afford.

    Atari has probably kept investing into new games, and paid employers they never could afford for many years now, hoping the trend would turn around.

  • IllydthIllydth Member, Developer Posts: 1,641
    @raxtoren: That's a good point and not one that came across clearly in your previous post. Thanks for the clarification!

  • taltamirtaltamir Member Posts: 288
    edited July 2013
    raxtoren said:

    Atari has probably kept investing into new games, and paid employers they never could afford for many years now, hoping the trend would turn around.

    More likely, atari kept on buying good gaming studios on credit and ruining them... like ubisoft and EA do.
    Oh, and EA is in MASSIVE amounts of debt... still managed to get a huge loan to ruin bioware. One can only hope it goes bankrupt soon

  • raxtorenraxtoren Member Posts: 228
    edited July 2013
    taltamir said:

    raxtoren said:

    Atari has probably kept investing into new games, and paid employers they never could afford for many years now, hoping the trend would turn around.

    More likely, atari kept on buying good gaming studios on credit and ruining them... like ubisoft and EA do.
    Oh, and EA is in MASSIVE amounts of debt... still managed to get a huge loan to ruin bioware. One can only hope it goes bankrupt soon
    There is a huge diffrence in being in debt and being able to pay off the intrest, then being in debt and never able to pay of the intrest - that means you're broke/bankrupt.
    I mean, most families are in debt their whole life, because they buy that expensive big house and cars and get into student loan, yet they can afford the intrest.
    I mean, many countries, even the most wealthiest like Norway who has 300 billion euro in cash saved up in oil, lends money to rack up a huge amount of cash in a short time. And yes, Norway always pay of the intrest in time and with no trouble.

    My point is, EA and Norway is never gonna go broke. Their massive amounts of loans, are very missleading.
    Norway for ex takes out huge loans because they, their political parties, wanna make sure their goverment employers in healthcare, transportation service,immigration service and other things are always financed.

  • ogrebogreb Member Posts: 98
    edited July 2013
    Spent 10 minutes typing up a masterpiece only to realize I'm in the wrong topic.
    Gah...Brain farts are getting worse.

  • PalanthisPalanthis Member Posts: 283
    Is it me or was the Atari's auctions supposed to be over yesterday ? So what now ? No news, no Beamdog action or speech, nothing ?
    Let's spell it in other words : if the auctions are over, it means Atari will be out of the game soon... So what about BG rights, what about Beamdog now ??

  • FredSRichardsonFredSRichardson Member Posts: 442
    @Palanthis - Well, this is a long thread full of interesting speculation. Unfortunately we don't have much actual information to go on.

    @Illydth - I also saw a similar spin here
    "It is a little odd that Atari's parent has turned on its own children. The theory is that the French Atari is trying to get its paws on the company name and brand so that it can spin the wheel another time. Certainly there are a few who think the Atari name has a fair bit of mileage left. "

    So, does this leave things even more in limbo? Can Atari continue to sell off assets?

  • rathlordrathlord Member Posts: 171
    Palanthis said:

    Is it me or was the Atari's auctions supposed to be over yesterday ? So what now ? No news, no Beamdog action or speech, nothing ?
    Let's spell it in other words : if the auctions are over, it means Atari will be out of the game soon... So what about BG rights, what about Beamdog now ??

    BG wasn't actually directly related to the auction, as their stuff wasn't on sale there. So while it seems likely we could hear back soon, that's in no way directly gauranteed by the auction being over.

  • rathlordrathlord Member Posts: 171
    Whoever said WotC was horrible to work with in their IP's, that may have been true in the past but Trent has already come out and said WotC has been good to work with and has told Overhaul they want them to keep doing the remakes. So, in this situation at least, they aren't the bad guys.

  • IllydthIllydth Member, Developer Posts: 1,641
    edited July 2013
    Not that I have a whole lot more to go on than anyone else but, I'll respond anyway. :)

    *** Please see next post, It's an updated understanding over what I've got here. ***

    (NOTE: Below I make a direct distinction between the Baulder's Gate IP (Intellectual Property) and the BG Distribution Rights/physical software. It is important to understand the difference to catch the meaning of my post.)

    @Palanthis: Atari's auctions are over. They ended the 19th and the courts finalized/authorized the bids of whatever is going to sell on the 24th. Atari is not done with their bankruptcy at this point. They still have assets (The Atari Classics brand and at least one other brand directly listed did not sell), and they still have debt (which, according to the information just posted today here, looks to be SIGNIFICANTLY MORE than anything Atari could possibly raise with the sales of their assets).

    You won't hear news from Atari about the BG Brand/IP or anything else related to BG because (again, according to their asset declaration documentation) they don't OWN BG. To make this more clear *** THE BG Intellectual PROPERTY *** is not involved in ANY WAY (as far as I can tell) in the Atari bankruptcy. It's not an IP being sold, it's not an IP listed in the "not enough to list directly" category.

    The reason the Atari bankruptcy is affecting the BG IP AT ALL (it seems) is that Atari holds the source code for Hasbro on one of their servers. I assume PART of the affect here is that everything's got to be on hold till the Courts release the software as NOT owned by Atari and thus not sell-able.

    However, that can't be everything, otherwise BeamDog would be back in business by now. Now we move away from the IP and on to the "rest of it" (Distribution Rights, copies of the produced software, etc.). If there are still agreements between Hasbro and Atari (and I have to assume there are), then those agreements are still binding. < SNIP - Incorrect Assumption of Information, see below. >

    In any case, the sales of the Atari IP's don't affect BeamDog's status in the least because so long as Atari continues to exist and whatever legal contracts with Atari continue to exist, the same legal situation that caused BeamDog to be "asked" to take down their sales of the software continues to exist.

    I expect what we're all waiting for at this point is the continued existence of Atari (which seems to be guaranteed by the chapter 11 bankruptcy rules) and the effect of the continued existence of Atari on any agreements Hasbro has with them.

    As to the continued existence of Atari: According to the bankruptcy rules, it seems Atari WILL continue to exist after the Bankruptcy is completed. It also looks a hell of a lot like Atari Europe is trying to obtain the Atari brand name by suing it's own US Subsidiary. In any event, Atari (the company) continues to exist after Bankruptcy, which **MAY** mean that the legal contracts for distribution rights between Hasbro and Atari still exist as well.

    In any case, the point here is that the closure of the Bankruptcy auction looks like it does NOTHING to change < EDIT: Changing for better understanding:> the legal issues surrounding BeamDog not selling Baldur's Gate < End Edit > < SNIP: See next post for more >.

    About the only thing that should be stopped (according to what I'm able to put together) is actually getting that software into user's hands (distribution), and that's a hell of a good reason for BeamDog/Overhaul to NOT continue working on the game < REDACTED: "except for the fact that Steam continues to sell the game...meaning that distribution CAN'T have been affected either" - Incorrect Assumption...see below >.

    < SNIP: Redacted: "Unless Steam is continuing to sell the game with the understanding that it may not get a cut of the profits ever. If this is the case, I can see why Steam is continuing to sell while BeamDog isn't...but that would be a REALLY poor decision on Steam's part since it doesn't look like anyone's going to get much of ANYTHING in this Atari Bankruptcy." - Incorrect Assumption, see Below >

    Post edited by Illydth on
  • IllydthIllydth Member, Developer Posts: 1,641
    edited July 2013
    So I wanted to pass along some more conjecture on my part based upon some discussions I just had with a few "legally trained" folks (not lawyers but people who've had some legal/law training) and throwing some of my conjecture above at a few others in regards to some of the stuff here...I think it's clarified for me at least a few more of the puzzle pieces.

    The first thing I got corrected on was what being "asked" to stop selling a product probably means. My confusion above is why BeamDog chose to stop selling BG when Steam has continued. What I've found out is there was likely no real choice. It's a bit more than simply a's often the prelude to a Cease & Desist / Court Order. Given this, I think it's probably safe to assume BeamDog pulled sales of the product by Requirement not by choice.

    And going beyond that, I think there's a further answer to why.

    Here, again, through doing some additional reading, I believe I was incorrect further above (or maybe in another thread?) about the Apple "Distributor" tag meaning very little. Actually, it might mean a WHOLE LOT when it comes to my confusion.

    More conjecture on my part: initial distribution rights from Hasbro to Atari likely did not include things such as the right to distribute on the iPad or Android devices: Those devices DIDN'T EXIST at the time. When Apple lists "BeamDog" as the distributor perhaps they actually do have it right...the distribution rights for the iPad version of the software REALLY IS BEAMDOG, NOT ATARI.

    Following this line of thinking brings some interesting conclusions:

    * Revenue from iPad sales and BeamDog's distribution method would go to Beamdog directly...royalties would have to be paid from BeamDog to whoever they're owed.

    * GoG / Steam sales have Atari listed as the distributor. Revenue for those sales would go to Atari first and be paid out to the "other" rights holders by Atari.

    This leads to some really interesting concepts: If Atari is forcing BeamDog to stop selling through it's channels and continuing to sell through it's OWN channels...

    I've got to wonder whether any purchases we're making through Steam/GoG aren't actually harming BeamDog. I'm sure they get a cut, but doubtfully as much of a cut as iPad/BeamDog Client sales. Actually, given the Atari Bankruptcy in progress...and the fact that Atari's money is no longer its own...I wonder if it's even possible for BeamDog to get ANY revenue from the Steam sales of the's obviously owed them, but Atari seems to owe A LOT of people...none of whom will get paid given it's debts.

    And that, right there, seems to answer the question of why no more work is being done on the product by Overhaul...If Atari forced them to stop sales, why would Overhall continue to make the software better when they're not reaping the reward for their work?

    It may very well be that the whole complicated mess boils down to the following few points:

    Assuming BeamDog is a distributor of the BG:EE themselves (and they seem to be):
    * BeamDog makes a different profit from what they distribute vs. what Atari distributes.
    * Atari stopped BeamDog from distributing the software. (How is a good question).
    * BeamDog isn't interested in allowing Atari to profit from it's work without seeing profits themselves.

    Unfortunately without knowing how Atari has the clout to stop BeamDog from selling their software through their distribution channels, it's impossible to tell what we're waiting for. If there WAS a Cease and Desist filed with the court, at least that would provide the legal grounds on what's keeping BeamDog from continued distribution. WIthout that (BeamDog in essence "complied" with a Cease and Desist before it could be issued), there's nothing there to tell us what problems exist. Obviously the dissolution of Atari would probably solve the issue (Steam and GoG would be left out in the cold), but barring that, it's guesswork as to what needs to be worked around for BeamDog to continue selling BG:EE.

  • psyactpsyact Member Posts: 75
    edited July 2013
    I doubt it's that complicated.

    The only real question is if/how/when Beamdog gets its publishing/distribution rights back. Most here assumed that the digital distribution rights were up for auction, or that they were transferable somehow. This remains to be seen. Typically, you can't sell contractual rights. If Hasbro gave Atari the publishing rights for BGEE (by virtue of owning the IP), and Beamdog negotiated the ability to sell it as well (from Atari), it would only be if Atari was ultimately benefiting from the negotiation (unless they're just terrible businessmen, which may account for the bankruptcy). Atari can't just "decide" to renege on a contract on a whim -- Beamdog could sue the shit out of them. But the bankruptcy filing *would* allow (perhaps compel) Atari to dissolve any contracts that were not immediately or profusely aiding in the goal of paying off their debts as a result of the filing.

    If Atari holds those rights exclusively, then at some point they'll be either in the hands of another company (most likely Atari Europe), or auctioned off to someone else for a small fee.

    If Atari simply had contractual rights to distribute the game from, say, Hasbro (evidenced by the publisher listing on GoG for all the Infinity Engine titles), for the specific purpose of BGEE, then it would be assumed that after the dissolution of the company, Beamdog would have to renegotiate for the exclusive (or otherwise) distribution rights from Hasbro.

    There's probably a third option in there, but realistically, I bet it's one of these two.

  • PalanthisPalanthis Member Posts: 283
    Wow, thanks for this long and detailed response, @Illydth. I'm amazed to hear that Atari will continue to exist, and would probably be a pain in BeamDog's ass for a while, then...

    So, this is only the beginning...

  • IllydthIllydth Member, Developer Posts: 1,641
    I was just thinking about this. If the distribution rights came from Atari (instead of from Hasbro as I previously assumed...I'm going back to a "sub contracting" discussion that came up either in this thread or the Patch Notes thread), then it's conceiveable that Atari can cancel those distribution rights indefinatly...particularly with them filing for Bankruptcy. I have to assume that in a bankruptcy case, the cancelling of contracts would be part and parcel of shutting the corporation down and/or stopping money bleeding out fo the corporation that is supposed to go to other entities.

    My guess is Hasbro didn't give Atari the disribution rights of BG:EE it gave Atari the distribution rights of BG and all derivitive works (of which BG:EE would be one). I don't believe there was ANY renegotiation of contract when BG:EE came out. Atari had the rights to distribute BG and this being a BG Game it fell to Atari by contract to continue distribution.

    If Atari's contract is exclusive (and there's no reason it wouldn't be exclusive, no one 10 years ago figured this day would ever happen...these games were dead and burried other than through GoG till BeamDog came around), then it would make sense that BeamDog had to negotiate the publishing rights through Atari...allowing Atari to cancel them based upon the Bankruptcy proceedings. Note during Bankruptcy you really can't sue the bankrupt party, all court proceedings and legal battles are suspended during the Bankruptcy...which, I assume, is why BeamDog's hands are totally tied here...even if Atari is in breach of contract, there's nothing that can be done about it.

    Your two options above seem sound. Either Atari Eurpoe (who I think will come out of this with the Atari Holdings, assuming their 200 some odd million dollar debt is approved by the courts) or Hasbro will be the ones holding the distribution strings. Option three would be that the court does not approve either the 30M or 200+M debt that the various Atari Europe corporations just filed against Atari US and the Atari Brand ends up owned by the other creditors...of whom interestingly I saw listed Ferarri amoung other companies. In this case potentailly some other corporation owns the distribution rights and cans the whole thing. In which case, of course, I would assume Hasbro would look for another distributor...ammounting to option two anyway, just taking longer.

    Here's to hoping that whoever picks up the distribution rights decides to allow distribution again and doesn't just can the whole thing.

    I'm thinking my preferred solution at this point is to see Atari US disolve like salt in a rainstorm and Hasbro look for another distributor...who better than our fine friends at BeamDog? :)

  • IllydthIllydth Member, Developer Posts: 1,641
    So @Palanthis, keep the following caveauts in mind when reading my posts:

    1) I'm no lawyer. While I have talked with a few legally trained folks, I've got no business law degree or business lawyer in my back pocket feeding me information.

    2) Much of what I'm posting is speculation. Hopefully well reasoned speculation. Hopefully logically sound speculation, but speculation none the less. I'm guessing as much as anyone else around here is.

    3) What little research I've done would NOT pass muster in a research paper with regard to sourcing my information. In other words, while I feel the Wikipedia article on chapter 11 bankruptcy is pretty clear about what happens when a company can not pay off it's debts by the end of the process, I've not gone back and read the actual Chapter 11 Statues to confirm that what Wikipedia says is really what it means.

    All the above said: When I say Atari will exist after the bankruptcy, "exist" has a few definitions in this case.

    The NAME Atari and the Atari US corporation should exist in some form or another at the end of the bankruptcy. The likelihood (by the look of the debts and what the bankruptcy hearing is raising), however, is that this means ONLY the NAME and the "on paper" entity "Atari US" is about all that comes out of this bankruptcy intact. Atari US as a company with employees, owners, stock and assets SERIOUSLY doesn't look like it's going to survive these proceedings. I think that was pretty clear to it's parent company (Atari Europe) which looks like it just threw Atari US under the bus in order to retain the Atari Brand Name (by declaring Atari US owes them something on the order of $240M).

    Whether the on paper entity of "Atari US" is enough to continue to allow existing contracts to continue operations, whether any existing contacts pass on to whoever "owns" the Atari Name after this is over with (looks like Atari Europe at this point), or whether all contracts with Atari US will be null and void since the Atari US Company likely no longer exists after this is over is anyone's best guess.

    Several of us here believe we're either looking at Atari Europe owning the D&D Distribution rights after this is all over with (i.e. Current contracts stay valid and stay with the Atari US Corporation, and pass on to whoever the new owner of that corporation is) or that the contract between Hasbro and Atari goes null and void and Hasbro needs to find another distributor to sell BG for them (i.e. Current contracts are nullified due to the liquidation of the Atari US Entity and thus a new contract needs to be drawn up...whether with the new owners of Atari US or another company *cough* BeamDog *cough* would remain to be seen.)

    Either way, I believe the next step for BeamDog/OverHaul/everyone here is to wait for the Bankruptcy proceedings to be completed, the Atari US Corporation to be Liquidated, the Atari name and entity to pass on to another set of hands, and to see what the courts decide to do with the Distribution Rights contract between Hasbro and Atari.

    How long this will take is anyone's guess.

  • psyactpsyact Member Posts: 75
    "Atari Inc" as it's called (originally Infogrames NA), will of course continue to exist as a company. That's the whole point of the relief filing. It's a calculated move to split from its parent holding company (Atari SA, formerly Infogrames). But all they'll have is the name. The company will have to start over, essentially.

    Atari Inc had the right to publish and sublicense IPs in North America that their parent company held. This included the Baldur's Gate series. It's pretty obvious that Beamdog was given a license to develop BGEE from Atari Inc.

    Now that Atari Inc has filed for relief under Chapter 11, the contract is void (likely because it does not maximize profit for Atari Inc versus just selling it themselves). Therefore, Beamdog can't a) distribute it or b) work on it, as they no longer hold a license.

    I'm pretty sure that Atari Inc can't sell their "right to publish", but that's the big mystery. I'm fairly certain that they can't, and that the right will just return to Atari SA once the bankruptcy filing is complete. Then Beamdog gets to deal with Atari SA, perhaps gaining exlusive rights to develop and publish BGEE in the US by virtue of holding a license for the Baldur's Gate series. Or maybe they'll just buy the IP outright (but I doubt it's for sale).

  • smeagolheartsmeagolheart Member Posts: 7,226
    so is baldur's gate ee dead or what?

  • VikingRVikingR Member Posts: 88

    so is baldur's gate ee dead or what?

    We don't know. With regard to the absolute silence on this matter from Overhaul Games, I am not getting my hopes up.

  • LuigirulesLuigirules Member Posts: 415
    They're not saying anything because they have nothing to say.

    As long as they say nothing, things are still up in the air.

  • rathlordrathlord Member Posts: 171
    edited August 2013
    mlnevese said:

    @VikingR as I said in a post in another thread, the developers are under NDA about anything concerning contracts, licenses and sales of the EE version. They just can't legally say anything about that.

    When the trouble is solved any announcemment other than "The game is back on sale" would be unexpected...

    Actually you've vastly overreached what you know unless they've posted something specific I haven't seen. People can't just come up with NDA's and force other people to comply. An NDA has to be signed beforehand by the affected party which seems highly unlikely for Beamdog to have done. Please refrain from posting false information.

    All we actually know is that they don't want to talk about it due to it not making anything better and perhaps making things worse. This does not amount in any way shape or form to an NDA.

  • mlnevesemlnevese Member, Moderator Posts: 9,668
    edited August 2013
    @Rathlord Actually I didn't. It has been said many times before by the developers, such as in the Reddit all you can ask last year and right here in the forum where it was repeated many times that all details concerning the contracts and sales were under NDA. Just after release, for instance, it was asked if the sales were going well and the developers just answered that sales numbers were under NDA.

    Just do some research and you'll find it.

  • CuvCuv Member, Developer Posts: 2,535
    I can't comment on the NDA as I have signed an NDA.

    Ooops, does that count as a comment?

  • ThunderSoulThunderSoul Member Posts: 125
    Do we have any updates on auction results and what of the BG distribution rights?

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