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Japan: Deason sues Xerox to block deal with Fujifilm

 |  February 13, 2018

Xerox shareholder Darwin Deason asked courts on Tuesday, February 13, to block the company’s merger with Japan’s Fujifilm, claiming board members at the US photocopier maker had failed in their duty to shareholders.

Deason and fellow shareholder Carl Icahn have been fighting to stop Fujifilm from taking over Xerox in a US$6.1 billion deal, saying the transaction “dramatically” undervalued Xerox and “disproportionately” favored Fuji. Xerox has countered the claims saying that the merger seemed to be the best path for the company after a year of exhaustive examination of a number of alternatives.

Fujifilm plans to combine the US company into their existing joint venture, Fuji Xerox, in which it owns a 75% stake. The joint venture has existed in various forms since 1962 and the current structure dates to 2001.

The agreements have an undisclosed “crown jewel” lock-up right that gives Fuji control over Xerox’s intellectual property and manufacturing rights in the Asia-Pacific market if Xerox sells a 30% stake to another suitor, Deason said.

Full Content: Bloomberg

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