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The Giants of Document Management Supplies in Battle: Fuji v. Xerox — Best Naperville Business Dispute and Breach of Contract Lawyer

Most people associate Fuji and Xerox with an office setting involving photocopying and printing. If you go to their website at: https://www.fujixerox.com They advertise smart work innovation that liberates from Restraints with an open professional expertise.  These are work aspects that most professionals want to aspire to be a part of and probably one of the reasons why they have taken off in the US market.

Fuji Xerox Co., Ltd., is a joint venture partnership between Fujifilm Holdings and Xerox, both being document related services.  Operating out of Tokyo, it was set to be one of the most powerful alliances held between the Japanese and Americans.

Earlier this year, the cancellation of a merger agreement that had been reached brought about a lawsuit.  Whether or not this is in an attempt to put legal pressure on Xerox, Fujifilm wants the terms of the agreement to be set in place. The majority of the complaint filed focuses on the circumstances of the negotiations that took place between the both of them and the amount that shareholders need to be paid under its obligations.  The implications of the price of shares and whether or not it is high has been part of the focus.  Management is to yet submit formal conditions for a merger and the damages will need to be determined at trial to reflect the amount that would have been the value at the time of the completed transaction.

According to the deal, Fujifilm would have acquired approximately half of stake in Xerox and merge it with joint venture Fuji Xerox Co.  Currently, it stands at a 75 percent stake in Fuji Xerox.  Some Xerox shareholders objected, claiming Xerox has been undervalued. It was this that lead to the termination of the merger contract after reaching a settlement with the shareholders.

What’s more is that Fujifilm seeks punitive damages, normally awarded as a form of punishment or to exceed the amount of compensation.  It is also seeking that legal costs be included.  Part of the damages included the consideration that Xerox has not received any higher bids since the agreement was made.

Fujifilm views the agreement as having been breached unilaterally without legitimate cause and seeks to validate this assertion by means of litigation.  Both still consider strategy and consumer confidence as being important, they do not wish to disturb that relationship.  The products will remain, despite the tensions that surround.

Recent developments include Xerox starting to source products from new vendors in order to reduce the supply that comes from Fujifilm.  How this impacts the litigation is yet to be seen. Inaction and a deadlocked situation do not make sense to investors.   It is also rare that punitive damages be awarded in breach of Merger and Acquisition type situations.

Fujifilm is also saying that Xerox was first approached by them given that an acquisition would be beneficial in the shrinking market circumstance.  The pressure of litigation may also be a tactic employed to get negotiations started. Normally when pressure is applied, the possibility of working out matters in private always becomes a possibility.  So let’s just sit back and see where this all ends.

https://www.reuters.com/article/us-xerox-fujifilm/fujifilm-threatens-to-compete-against-xerox-if-partnership-not-renewed-idUSKBN1JN19C

https://english.kyodonews.net/news/2018/06/892879d0ee2c-update1-fujifilm-chief-tells-shareholders-xerox-merger-is-best-option.htmlSuper Lawyers named Illinois commercial law trial attorneys Peter Lubin and Vincent DiTommaso Super Lawyers and Illinois business dispute attorneys Patrick Austermuehle and Andrew Murphy Rising Stars in the Categories of Class Action, Business Litigation, and Consumer Rights Litigation. DiTommaso Lubin Austermuehle’s Illinois business trial lawyers have over thirty years of experience in litigating complex class action, copyright, noncompete agreement, trademark and libel suits, consumer rights and many different types of business and commercial litigation disputes.  Our Naperville and Evanston business dispute lawyers, civil litigation lawyers and copyright attorneys handle emergency business lawsuits involving copyrights, trademarks, injunctions, and TROS, covenant not to compete, franchise, distributor and dealer wrongful termination and trade secret lawsuits and many different kinds of business disputes involving shareholders, partnerships, closely held businesses and employee breaches of fiduciary duty. We also assist businesses and business owners who are victims of fraud. You can contact us by calling (630) 333-0000 or our toll-free number (877) 990-4990.  You can also contact us online here.