April 27, 2018 / 11:35 AM / a month ago

UPDATE 1-Japan's Fujifilm reopens merger talks with Xerox, discussing higher price

* Merger was approved by Fujifilm board earlier this year

* Two top Xerox shareholders oppose deal

* Xerox asking for more money for shareholders - source (Adds background, details from Fujifilm statement)

TOKYO, April 27 (Reuters) - Japan’s Fujifilm Holdings Corp and U.S. firm Xerox Corp have reopened talks on their $6.1-billion merger and are discussing a higher price after Xerox, under pressure from top investors, asked to renegotiate the terms.

A Fujifilm spokeswoman said the companies had reopened talks on deal terms and conditions.

Xerox confirmed the talks with Fujifilm on a potential increase in the consideration to be received by Xerox shareholders.

Reuters had reported on Thursday that the two companies had reopened talks on the agreement that Fujifilm’s board approved earlier this year.

“It is true that we have received a request for a renegotiation from Xerox,” Fujifilm, a camera and photocopier firm, said in a statement.

The proposed merger is opposed by two of Xerox’s top shareholders, Carl Icahn and Darwin Deason, who have said the agreement dramatically undervalues Xerox.

Icahn and Deason, who own a combined 15 percent of the U.S. printer and copier maker, have called the deal structure “tortured, convoluted”.

A separate source close to the situation told Reuters on Thursday that Xerox and Fujifilm were discussing increasing the financial consideration for Xerox shareholders.

Seeking a firmer footing amid waning demand for office printing, Xerox and Fujifilm agreed to a deal under which their existing five-decades-old joint venture Fuji Xerox would buy back Fujifilm’s 75 percent stake in it. Fujifilm would then purchase 50.1 percent of new Xerox shares.

Icahn and Deason have suggested removing Xerox’s current management instead and monetising the company’s intellectual property in digital printing and other businesses, among other solutions.

Icahn and Deason were not immediately available for comment.

Fujifilm’s Chief Executive Shigetaka Komori said last month that he was confident that the company would overcome opposition to the Xerox deal.

Fujifilm and Xerox have struggled with slow sales of photocopy products, as businesses increasingly go paperless.

Reporting by Makiko Yamazaki Writing by William Mallard and Sayantani Ghosh Editing by Clarence Fernandez and Adrian Croft

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