Xerox reached an agreement with shareholders of Affiliated Computer Services concerning Xerox's proposed purchase of ACS, according to court documents.
ACS shareholders, including the $96.6 million St. Clair Shores (Mich.) Police & Fire Retirement System and the International Union of Operating Engineers Local 825 Pension Fund, Springfield, N.J., filed a motion in Dallas County (Texas) Court on Oct. 29, calling for a temporary injunction against the sale. Xerox announced plans in September to buy ACS, parent of Buck Consultants, in a cash-and-stock transaction valued at $6.4 billion.
As part of the settlement, the plaintiffs agreed that if ACS receives a superior offer, Xerox will not enforce an earlier agreement that would force ACS Chairman Darwin Deason to vote any of his shares of ACS common stock in favor of the Xerox acquisition.
Also, Xerox will not enforce any requirements of the merger agreement that compel ACS to hold a stockholders meeting to vote on the transaction, according to a news release from the two companies. Also, if requested by ACS, Xerox will terminate the merger agreement.
A separate class-action lawsuit concerning the acquisition remains pending in Delaware Chancery Court.
Plaintiffs attorney Thomas Michaud, of VanOverbeke, Michaud & Timmony, could not be reached for comment by press time. Spokesmen for the St. Clair Shores retirement system and the union pension plan also could not be reached.
