MoFo advises Fujifilm on Xerox JV buyout

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Morrison & Foerster represented Fujifilm Holdings Corporation and Fuji Xerox, a 75%-25% joint venture between Fujifilm and Xerox Corporation, in connection with Fujifilm’s acquisition of Xerox’s 25% stake in FX for US$2.3 billion. The deal makes Fuji Xerox a wholly owned subsidiary of Fujifilm.

This ends a two-year dispute that pitted the Japanese company against activist investors Carl Icahn and Darwin Deason. With the deal announced in early November, Fujifilm also officially drops its US$6.1bn bid for the US printer and photocopier maker, and its US$1bn lawsuit against Xerox, which it filed last year after Xerox called off their proposed merger.

Fuji Xerox, which was founded in 1962 as a joint venture by the two firms, and operates in the Asia-Pacific market, will continue to supply Xerox after the completion of the transaction.

“This transaction is an ideal next step for Fuji Xerox and Fujifilm that we believe serves our stakeholders well and reflects our commitment to create innovative products that contribute to society,” Shigetaka Komori, Fujifilm chairman and chief executive officer, said in a statement.

The MoFo team advising Fujifilm was led by Tokyo corporate partner Gary Smith, together with Tokyo technology transactions partner Masato Hayakawa and corporate partners Jeff Schrepfer in Tokyo and Jeff Bell in New York.