BANGOR – Heather Blease, founder of now-bankrupt EnvisioNet Computer Services Inc., and seven board members are being sued for $6 million by the company’s unsecured creditors who claim the managers allegedly were looking out for themselves and not the best interests of their suppliers.

In a lawsuit filed late last month, an attorney for EnvisioNet’s unsecured creditors states that Blease and the board had the opportunity to sell the tech-support company in November 2000 to a firm that would have paid off all of EnvisioNet’s bills, which at the time were about $2.7 million.

Portland attorney Robert Keach states that negotiations between EnvisioNet and its suitor, GlobalWare Solutions Inc., were broken off because GlobalWare refused to increase the amount of stock Blease, the seven board members and certain shareholders wanted the option to buy. Keach states that EnvisioNet was financially insolvent at least two months before it started talks with GlobalWare, which was at least 10 months before it filed for Chapter 11 bankruptcy protection. The company continued to accumulate debt in an attempt to return to profitability while seeking investors, according to the lawsuit.

In January 2001, EnvisioNet officials began negotiations with Sam Direct Group, according to the lawsuit. Under the terms, Sam Direct would have paid $5 million in exchange for 25 percent of equity ownership in EnvisioNet. That deal never was completed.

Keach states the decision by Blease and the board to pursue the Sam Direct plan “was based entirely upon the desire of [EnvisioNet’s] management to retain their jobs and the desire of certain of the board member-shareholders to maintain control of [EnvisioNet].” He states that Blease and the board knew that Sam Direct’s investment was not enough to pay all of EnvisioNet’s obligations.

The lawsuit contends that Blease and the seven board members owed EnvisioNet and its creditors “a duty of loyalty to their interests, including, without limitation, a duty to avoid self-dealing at the expense of [EnvisioNet’s] creditors.”

The board members named in the lawsuit are Elizabeth Reuthe, Kerry Dale, Michael Liberty, Robert V. Shotwell, Andrew Gilman, Sean Marsh and Thomas N. Tureen.

According to court documents, summonses of the lawsuit for the board members were given to Tureen. Benjamin Marcus, listed in the lawsuit as Tureen’s attorney, did not return a telephone call for comment.

Steven Cope of Portland, listed in the lawsuit as Blease’s attorney, did not return a telephone call for comment. In the lawsuit, Keach states that Blease and the board also allegedly mismanaged the company and grew its debt to approximately $6 million in the seven months before EnvisioNet filed for bankruptcy in June 2001.

Keach contends that EnvisioNet’s bills were greater than its receipts at least 10 months before it filed for bankruptcy protection.

“[EnvisioNet] was insolvent on Sept. 1, 2000, and remained insolvent at all times from that date through [bankruptcy filing],” Keach writes in the lawsuit, which was filed in U.S. Bankruptcy Court in Portland. “[EnvisioNet] did not file its Chapter 11 petition until several months later, at which point it was essentially out of cash and forced to conduct a free-fall auction of its assets in a very short time frame.”

The lawsuit gives a different picture of EnvisioNet’s financial troubles than what were publicized starting in May 2001, when Blease announced that she would have to lay off about 600 of the company’s 2,000 workers. At the time, Blease said that a reduction in customer calls routed to EnvisioNet by one of the company’s biggest clients, Microsoft, was the primary reason for the job cuts. She said call-volume forecasts for the summer months had been reduced by about half by Microsoft.

In the unsecured creditors’ lawsuit, however, Keach alleges that Blease and EnvisioNet’s board authorized the company to grow starting in January 2001 on speculation that the company would be receiving more calls from Microsoft during the coming year. He states that EnvisioNet spent $1.3 million to “ramp up” its staff, purchase more equipment and lease new facilities for these employees even though Microsoft apparently was telling EnvisioNet that the calls might not be coming.

“Upon information and belief, [EnvisioNet] spent this money for the ‘ramp up,’ although Microsoft refused to provide a guaranty or commitment of any actual increase in the volume of calls routed to [EnvisioNet],” Keach writes in the lawsuit. “Such authorization was not made in the reasonable or good faith belief that it was in the best interests of [EnvisioNet] and its creditors and such expenditures accelerated the financial demise of [EnvisioNet].”

EnvisioNet had two contracts with Microsoft, one signed in October 1999 and the other signed in May 2000, and neither contained guarantees for call volume, something EnvisioNet officials have acknowledged, Keach writes in the lawsuit. One of the contracts could be canceled on 90 days’ written notice and the other on 60 days’ written notice.

In early September, after a lengthy bidding war in bankruptcy court, EnvisioNet was sold to Microdyne Outsourcing Inc. of California for $10.7 million. Under the Microdyne deal, creditors are likely to be paid only a nominal amount of their total bill. Until June 2001, EnvisioNet had annual revenues of $30 million and assets of $15 million. In 2000, the company experienced a net loss of $13.5 million, and was projecting a net loss of about $5.4 million for 2001.