Xerox terminated agreement to merge with Fujifilm, CEO resigns

Xerox terminated agreement to merge with Fujifilm, CEO resigns

Technology company Xerox has ended its contentious sale to Japan's Fujifilm later attaining a bargain with activist investors Carl Icahn and also Darwin Deason.

The previously announced venture was terminated after Fujifilm failed to deliver the audited financials of Fuji Xerox by April 15, 2018.

Under the agreement announced Sunday, Jacobson and five other directors have already stepped down, with the activist shareholders' picks replacing them, Xerox said.

Chief Executive Jeff Jacobson also resigned from his role and from the board. Keith Cozza is expected to be named Chairman of the Board. The company said earlier this month that the CEO and board changes were planned.

Under the plan that Xerox and Fujifilm announced in January, the USA company's operations would be merged with those of Fuji Xerox, a joint venture between the two firms.

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As part of the settlement, Xerox and Icahn agreed to withdraw their board candidates from the upcoming shareholder meeting, and said the meeting would be postponed. In a lawsuit aimed at stopping the merger, Mr. Deason accused Mr. Jacobson of striking the deal to keep a job at the combined company. The pair said they would be willing to consider any offers for the company of $40 a share or more.

Fuji Xerox, 75 percent owned by Fujifilm, handles contracts that supply global clients with Xerox services in the United States and Europe, and Fuji Xerox services in Asia. The first settlement agreement was allowed to expire as Xerox came to believe it had flexibility to renegotiate a deal with Fujifilm and also took into account a stock dive that followed the agreement. Fujifilm has said it's appealing a United States court injunction blocking the takeover.

Xerox said its new board would meet immediately and "begin a process to evaluate all strategic alternatives to maximize shareholder value".

"The transaction can not reasonably be expected to be completed under these circumstances, particularly given the court's injunction of the transaction and the lack of shareholder support for the transaction on current terms, as well as the unresolved accounting issues at Fuji Xerox", the company asserts in a statement.

"We are extremely pleased that Xerox finally terminated the ill-advised scheme to cede control of the company to Fujifilm", he said. He had also been a candidate under consideration by the old board to replace Jacobson as recently as previous year, according to court documents.

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