Icahn Likely to Nominate HP Directors in Pursuit of HP Acquisition

As we head into the holidays, all is quiet on the HP-Xerox front. As it stands, Xerox is now appealing directly to HP Inc. shareholders in its bid to acquire HP, but the HP board remains opposed to the idea.

However, Barrons points out that December 25th not only marks the Christmas holiday, but a one-month period in which HP shareholders can nominate members to the HP board of directors.

According to Evercore analyst Amit Daryanani, there is a “high probability” that either Xerox or investor Carl Icahn, who is the majority shareholder of Xerox with 10.85 percent of Xerox shares, and 4.24 percent of HP shares, will nominate a full slate of HP directors as they try to force HP to reconsider Xerox’s acquisition bid.

Xerox is offering $22 a share in cash-and-stock deal for HP, but HP says the offer is too low and and that such a merger would be too risky because Xerox would have to take on debt for the acquisition – debt that would the responsibility of the new merged company.

According to Barrons, Xerox has been meeting with HP investors trying to push the deal, arguing that the industry needs to consolidate, “that the combined company could cut at least $2 billion in costs, and that the required leverage would be quickly reduced over time given HP’s ample cash flow.”

One thing appears for sure: Icahn appears dead-set on the deal, stating three weeks ago that a merger is “one of the most obvious no-brainers I have ever encountered in my career—one where activism should not even be necessary at all because the merits of the combination are so obvious to everyone involved.”

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