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Monday, May 14, 2018
Xerox Terminates $6.1 Billion Transaction Agreement with Fujifilm


Xerox Corp. scapred a $6.1 billion takeover by Fujifilm Holdings Corp. and parted ways with its chief executive officer, handing a major victory to activist investors Carl Icahn and Darwin Deason.

Xerox said it has reached an agreement with Carl Icahn and Darwin Deason, two activist investors opposed to the Fujifilm deal. Xerox is now overhauling its board by removing six of its 10 board members and appointing five new ones.

Xerox said it has reached an agreement with Carl Icahn and Darwin Deason, two activist investors opposed to the Fujifilm deal. Xerox is now overhauling its board by removing six of its 10 board members and appointing five new ones.

The U.S. office equipment supplier said CEO Jeff Jacobson will step down along with several other board members. John Visentin is expected to take over as CEO while Keith Cozza, the CEO of Icahn Enterprises, will become chairman.

The new board plans to meet immediately and begin a process to evaluate all strategic alternatives to maximize shareholder value, Xerox said.

The U.S. company said it made the decision after Fujifilm failed to deliver audited financials, which it said has limited its ability to consummate the transaction.

"We are extremely pleased that Xerox finally terminated the ill-advised scheme to cede control of the company to Fujifilm. With that behind us and new shareholder-focused leadership in place, today marks a new beginning for Xerox. We have often said that the most important person at a company (by far) is the CEO. We are therefore also pleased that John Visentin, a tried and true veteran in this area, will be taking the helm," said Carl Icahn.

The January deal called for Xerox to give Fujifilm a 50.1% stake in exchange for full ownership of their 56-year-old U.S.-Japanese joint venture, Fuji Xerox. Xerox shareholders were also offered a special cash dividend worth $2.5 billion.

Fujifilm had said last week it intended to resume discussions with Xerox on a potential combination on "superior terms," but it hadn't received a new proposal from the U.S. company. Fujifilm has also said it was appealing a U.S. court injunction blocking the takeover.



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