Xerox has fired another salvo in its hostile takeover bid for HP Inc, nominating 11 new directors to the Xerox board.
In November Xerox launched the hostile takeover bid after a mutual due diligence process to negotiate an acquisition was declined.
This bid was strengthened earlier this month, when Xerox announced it has received $24-billion in funding commitments for the HP acquisition, as well as support from some of HP Inc’s largest shareholders.
Now it has notified HP Inc of its intention to nominate 11 independent candidates to replace HP’s board of directors at HP’s 2020 annual meeting of stockholders.
The slate to be nominated includes senior executives with expertise in 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,” says John Visentin, vice-chairman and CEO 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.”
Xerox’s director nominees are:
* Betsy Atkins, previously chair and CEO of Clear Standards, a software company acquired by SAP in 2009.
* George Bickerstaff, currently co-founder and MD of MM Dillon & Co, a leading healthcare and technology boutique investment bank.
* Carolyn Byrd, chair and CEO of GlobalTech Financial, which she founded in 2000 after a long career at The Coca-Cola Company
* Jeannie Diefenderfer, who spent 28 years at Verizon, where, among other things, she led the integration of GTE into Bell Atlantic after GTE was acquired in an all-stock deal.
* Kim Fennebresque, previously chairman, president and CEO of Cowen Group.
* Carol Flaton, who has served as a MD at AlixPartners, a global consulting firm specialising in restructuring, turnarounds, enterprise improvement and digital consulting.
* Matthew Hart, who most recently served as president and chief operating officer of Hilton Hotels and currently on the boards of American Airlines, American Homes 4 Rent and Air Lease Corporation
* Fred Hochberg, most recently the chairman and president of the Export-Import Bank of the US during the Obama administration.
* Jacob Katz, previously chairman of Grant Thornton, and currently on the boards of Jefferies Financial Group and Herc Holdings.
* Nichelle Maynard-Elliott, who most recently served as executive director of mergers & acquisitions for Praxair, and currently on the board of Element Solutions.
* Thomas Sabatino Jr, who most recently served as executive vice-president and general counsel of Aetna, and is currently on the board of Teligent, a pharmaceutical company.