Xerox Holdings Corporation · NASDAQ:XRX
Xerox — Merger or Acquisition (November 2019)
9 slides from Xerox's merger presentation, Nov 5, 2019
Slide 1: Xerox Restructures Relationship with FUJIFILM
Xerox Restructures Relationship with FUJIFILM November 5, 2019 Exhibit 99.2
Slide 2: Forward-Looking Statements
Forward-Looking Statements This presentation, and other written or oral statements made from time to time by management contain “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. The words “anticipate”, “believe”, “estimate”, “expect”, “intend”, “will”,
Slide 3: Summary of Transactions
Summary of Transactions Fujifilm/Fuji Xerox will pay Xerox an aggregate of approximately $2.3 billion in exchange for: Xerox’s 25% equity interest in Fuji Xerox; Xerox’s 51% equity interest in Xerox International Partners (“XIP”), an existing OEM joint venture between Xerox and Fuji Xerox; and A lic
Slide 4: Strategic Rationale for Transactions
Strategic Rationale for Transactions Collectively, these transactions are expected to: Monetize otherwise illiquid assets (Xerox’s 25% stake in Fuji Xerox and 51% stake in XIP) at an attractive valuation (over 20 times 2019’s expected aggregate cash flow of ~$100 million); Facilitate maximum strateg
Slide 5: Sale & Purchase Agreements
Sale & Purchase Agreements Strategic Rationale: Monetize otherwise illiquid assets at an attractive valuation. Detailed Terms: Pursuant to the Fuji Xerox Purchase Agreement: Xerox will sell its 25% interest in Fuji Xerox to subsidiaries of Fujifilm for $2.2 billion. Closing is expected to occur by N
Slide 6: Amendments to Existing Agreements
Amendments to Existing Agreements Strategic Rationale: Facilitate maximum strategic flexibility and ensure continuity of supply for Xerox clients. Detailed Terms: The Master Program Agreement, which governs the product supply agreements between Xerox and Fuji Xerox, will be amended to: Remove any te
Slide 7: New OEM License Agreement
New OEM License Agreement Strategic Rationale: Generate additional revenue and profit from licensing certain intellectual property to Fuji Xerox (on terms that will not compromise Xerox’s competitiveness). Detailed Terms: Xerox receives a fixed, prepaid $77 million royalty in exchange for a license
Slide 8: Financial Impact
Financial Impact Proceeds: Total after-tax proceeds to Xerox from the transactions will include accrued but unpaid dividends through the date of the closings and are expected to be approximately $2.3 billion $2.2 billion of the proceeds attributable to sale of Xerox’s 25% stake in FX Use of Proceeds
Slide 9: Xerox’
Xerox’
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