The internecine strife within Xerox Corp.”™s board of directors following the $6.1 billion acquisition of the Norwalk-headquartered company by Japan”™s Fujifilm Holdings has claimed its first victims with the resignations of CEO Jeffrey Jacobson and six board members.
The departures are a victory for activist shareholders Darwin Deason and Carl Icahn, who together hold 15 percent of the company”™s shares. Deason and Icahn have been openly critical of the Fujifilm deal, with Deason taking the company to court to block the acquisition. A New York court temporarily halted the transaction last Friday, with Judge Barry Ostrager ruling that Jacobson”™s negotiations with Fujifilm was more beneficial to his job security than to the needs of Xerox”™s shareholders.
Xerox announced that it reached a settlement with Deason and Icahn that involved the appointment of six new directors and the naming of John Visentin as new CEO and vice chairman. Visentin, a former senior advisor to the chairman of Exela Technologies and an operating partner for Advent International, served as Icahn’s consultant in a proxy battle with the Xerox board.
The proxy battle, along with Deason’s litigation against Xerox and its directors related to the Fujifilm deal, have been dropped. Xerox released a statement including comments from Deason and Icahn supporting the settlement.
“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. John is the right leader at the right time for Xerox.”
Icahn, however, was a bit less diplomatic in his comments. “With new leadership in place, we believe Xerox will be much better positioned to take advantage of multiple potential value-enhancing opportunities, including restructuring its relationship with Fujifilm, our supposed ”˜partner”™ whose conduct over the last year is more unbelievable than what you see on fictional TV shows like ”˜House of Cards”™ or ”˜Billions,”™” he said. “Thanks to our efforts and the courage and conviction of Darwin Deason, this is once again an exciting time to be a Xerox stakeholder.”
Fujifilm has offices in multiple locations in Westchester County. It remains to be seen what the new relationship will be between Fujifilm and Xerox.
