Japan’s Fujifilm Holdings will appeal a New York court’s decision to block its proposed $6.1 billion deal to buy Xerox Corp.
“We have serious concerns about the announced settlement and we intend to file our objections with the Court shortly,” Fujifilm said in a statement. “We believe the combination of Xerox and Fuji Xerox is the best option to provide exceptional value to shareholders of both companies.”
Billionaire Xerox investor Darwin Deason won an injunction in the Supreme Court of New York that effectively cancelled the Fujifilm takeover deal in its present form, spilled most of the Xerox board and led to the departure of CEO Jeff Jacobson - described by Judge Barry Ostrager as "hopelessly conflicted."
Xerox said Jacobson, who led the merger deal, and six other board members would resign as part of the agreement reached with Deason and Icahn to end litigation against the company.
Under the new deal, Jacobson would be replaced by John Visentin (pictured, right), who has served as a consultant to Icahn Enterprises since March.
Xerox said the new board would meet immediately to evaluate the deal with Fujifilm and consider "terminating or restructuring” Xerox's relationship with the Japanese company.
“The future for Xerox is extremely bright," said Deason. "With John Visentin at the helm, receiving support and guidance from Carl Icahn and me, I am confident the alternatives for Xerox and its shareholders will be fully and expeditiously maximized."
The new agreement will become effective if a New York Supreme Court Judge discontinues the lawsuit by Deason against Xerox, according to Reuters. If the court fails to act by 8pm EST (US) Thursday (10am AEST Friday), the agreement between Xerox and the activist shareholders would automatically terminate.
Fujifilm currently owns 75% of Fuji Xerox, a joint venture launched more than 50 years ago. Under the original deal announced in January, Fuji Xerox would buy back that stake from Fujifilm for around $6.1 billion and Fujifilm would use those proceeds to buy 50.1 percent of new Xerox shares.