Icahn hits a snag
Fuji’s $1B Xerox suit muddies sale
Fujifilm’s $1 billion lawsuit against Xerox on Monday makes it harder for Carl Icahn to find another buyer for the copier maker, a source close to the situation told The Post.
The Japanese company’s suit claims that Icahn’s Xerox broke its $6.1 billion merger agreement on May 13 without proper consent — and that it is owed at least $1 billion in damages.
“The true reason for Xerox’s purported termination … is the simple truth that the Xerox Board changed its mind — as induced by [shareholder activist Darwin] Deason and Icahn,” the suit alleges.
Deason, supported by Icahn, successfully sued Xerox and Fuji in state court — stopping them from completing a January merger.
Since then, Icahn and Deason won control of the Xe- rox board and are looking for a better price than the roughly $32 Fuji offered.
In April, a state judge blocked the merger, ruling that the deal was so tainted by conflict it was likely the CEO and board, abetted by Fuji, had breached their duty to Xerox shareholders.
That opinion will make it harder for Fuji to win the $1 billion suit filed across the street in federal court, the source said, since Fuji needs to be seen as a victim of the broken merger.
Still, Icahn and Xerox will likely be tied up with the federal court suit for months — making finding a suitor much harder.
Xerox now needs to respond to the complaint, and even if a judge dismisses the suit it will likely not be until late August, the source said.
“I do think it makes it harder for Xerox to find another buyer,” one source said.
Fuji, in the suit, has given itself room to add the charge that Xerox needs to complete the previously agreedupon merger once the state court judge allows the case to proceed.
Copier maker Fuji would still like to merge with Xerox — but at a price below what Icahn is asking, sources said.
Icahn did not return calls, and Fuji declined to comment.