Fujifilm Holdings says it will walk away from its $US6.1 billion merger proposal with Xerox Corp if there’s no progress within six months.
In his first media briefing since the new board at Xerox terminated the merger agreement, Fujifilm chairman and CEO Shigetaka Komori said: “I don’t have a specific deadline in mind, but it should normally be from several months to six months. If we have nothing by then, it can’t be helped.
"When I thought of the best way to maximize the corporate value of Xerox, the takeover was the only choice and I still think this plan is the one and only way," Komori said. "But I'm not going to wait forever.”
A U.S. court has issued an injunction blocking the merger to allow for the proposal to be presented to shareholders at Xerox's upcoming AGM.
Fujifilm has filed an appeal seeking to lift the injunction. "We signed the agreement with Xerox through a proper legal process," said Komori. "We will keep pushing Xerox to fulfill what's included in the agreement."
In February, Xerox and Fujifilm agreed to a deal that would merge Xerox into their 56-year-old Asia joint venture Fuji Xerox, which Fujifilm would control with a 50.1 percent stake.
But after legal action from Xerox activist investors Carl Icahn and Darwin Deason, who said the deal undervalued the company, a new board at Xerox scrapped the deal. Icahn and Deason, who together own about 15 percent of Xerox, said they would consider a cash bid of $40 per share.
The new board, headed by new CEO John Visentin – an ally of Icahn – is preparing a prospectus for an auction process that could take 90-120 days, according to Deason. Private investment firms including Apollo have already expressed interest in the iconic US company.
Fujifilm currently owns 75% of Fuji Xerox, a joint venture launched more than 50 years ago.