Investors Carl Icahn and Darwin Deason have named five new directors for Xerox, after the US-headquartered company announced it was calling off its merger with Fuji Xerox.
Chief executive Jeff Jacobson has resigned and is likely to be replaced by John Visentin - a former senior advisor to the chairman of Exela Technologies and operating partner of Advent International - who is also set to be vice chairman.
Xerox announced at the weekend that it had told Fujifilm that the deal was off, partly because when it got Fuji Xerox's financial, there were "material deviations" from the unaudited statements they had been given.
A new settlement agreement with Icahn and Deason resolves a pending proxy contest in connection with the company's 2018 annual meeting and Deason's litigation against Xerox and its directors. Deason's "aiding and abetting" claims against Fujifilm are unaffected.
With Visentin, the other new board members are private investor and former Icahn Capital managing director Jonathan Christodoro, Icahn Enterprises chief executive Keith Cozza, former Icahn Capital portfolio manager Nicholas Graziano, and former Deason Capital managing director Scott Letier.
Gregory Brown, Joseph Echevarria, Cheryl Krongard and Sara Martinez Tucker stay on the Xerox board but Robert Keegan, Charles Prince, Ann Reese, William Curt Hunter and Stephen H. Rusckowski have resigned.
The 2018 annual shareholders meeting is being postponed, but the new board will meet immediately.
In a statement by the previous board, Xerox said terminating the Fujifilm deal - in the absence of "a viable, timely transaction" - was in the best interests of the company and all of its shareholders.
Icahn said that with the "ill-advised scheme to cede control" behind them and new leadership in place, "today marks a new beginning for Xerox".
Pictured: The Fuji Xerox offices in Sydney's Macquarie Park
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