Xerox Files Form 10 as it Prepares for Company Split

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As it prepares to separate into two companies by the end of this year, Xerox reported today the initial filing of a Form 10 registration statement with the U.S. Securities and Exchange Commission (SEC). The filing includes important information on the planned distribution of shares of Conduent Incorporated, Xerox’s current business process outsourcing business, including an overview of the business, reportable segments ,and historical financial results for fiscal years 2013, 2014 and 2015 and the three months ended March 31, 2016.

“Today’s filing marks a significant step toward completing Xerox’s separation, which will create two strong companies with enhanced focus and flexibility to pursue distinct and compelling business strategies and growth opportunities,” said Ursula Burns, chairman and chief executive officer of Xerox. “We are making solid progress towards completing the separation by year-end and positioning the new companies for successful futures.”

With approximately $7 billion in 2015 revenue, Xerox says Conduent will be a leading provider of business-process outsourcing (BPO) services, “with expertise in transaction-intensive processing, analytics and automation.” Conduent will focus on industry-specific service offerings in markets such as healthcare and transportation, as well as multi-industry service offerings in transaction processing, customer care and payment services, among others.

With approximately $11 billion in 2015 revenue, the firm says it’ll “well positioned to build on its long-standing global leadership positions and pursue select growth opportunities with a focus on operational excellence, cost discipline, technology and innovation.”

The filing will be updated with additional information in subsequent amendments in conjunction with the regular SEC review process. Post-distribution capitalization of Conduent has not yet been finalized. Pro-forma financial information reflecting the company’s final capital structure and capital allocation policies, among other matters, will be included in subsequent amendments to the Form 10.

The separation is intended to be tax-free to Xerox shareholders for U.S. federal income-tax purposes. Xerox is on track to complete the separation by the end of 2016, subject to final approval by Xerox’s board of directors and the satisfaction of other customary conditions, including the effectiveness of the Form 10 registration statement filed today.

A copy of the Form 10 registration statement is available here.

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