Xerox and HP in another dispute

In a recent news release, Xerox (Norwalk, Connecticut) issued the following statement: Xerox has announced that it has provided notice to HP that it intends to nominate 11 independent candidates to replace HP’s Board of Directors at HP’s 2020 Annual Meeting of Stockholders. The candidates include former senior executives from dozens of the world’s leading companies – including Aetna, United Airlines, Hilton Hotels, Novartis, Verizon and more. They were chosen, said Xerox, because of their expertise overseeing and executing significant company transformations and combinations, with demonstrated track records of creating value for shareholders. “HP shareholders have told us they believe our acquisition proposal will bring tremendous value, which is why we lined up $24 billion in binding financing commitments and a slate of highly qualified director candidates,” said John Visentin, Vice Chairman and Chief Executive Officer of Xerox. “We believe HP shareholders will be better served by a new slate of independent directors who understand the challenges of operating a global enterprise and appreciate the value that can be created by realizing the synergies of a combination with Xerox.”

In another recent news release, HP (Palo Alto, California) issued the following statement: HP (Palo Alto, California) has confirmed that Xerox Holdings Corporation has announced its intent to nominate 11 candidates to stand for election to the Company’s Board of Directors at HP’s 2020 Annual Meeting of Stockholders. Xerox had previously submitted an unsolicited proposal to acquire HP that the HP Board unanimously rejected. We believe these nominations are a self-serving tactic by Xerox to advance its proposal, that significantly undervalues HP and creates meaningful risk to the detriment of HP shareholders. The HP Board of Directors is committed to serving the best interests of all HP shareholders and to pursuing the most value-creating path. Value creation for HP shareholders is not dependent on a Xerox combination. There are numerous opportunities available to HP to drive sustainable long-term value. These include the execution of HP’s strategic plan, and the deployment of its strong balance sheet for increased share repurchases of its significantly undervalued stock, and for value-creating M&A. Xerox’s proposed transaction attempts to use HP’s financial capacities for the benefit of Xerox shareholders.

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