LEXINGTON, Ky., Nov. 29, 2016 /PRNewswire/ --
- Lexmark International, Inc. today announced the successful
completion of the acquisition by a consortium of investors
(Consortium) led by Apex Technology Co., Ltd. (Apex) and PAG Asia
Capital (PAG). Under the terms of the merger agreement, which was
announced on April 19, 2016, Lexmark
shareholders will receive $40.50 per
share in cash. Legend Capital Management Co. Ltd. (Legend Capital)
is also a member of the Consortium.
- The completion of the transaction follows the receipt of all
the necessary approvals, including approval by Lexmark
shareholders, regulatory approvals in the U.S., including the
Committee on Foreign Investment, China and certain other foreign jurisdictions,
and other customary closing conditions.
- The Consortium will maintain Lexmark's corporate headquarters
in Lexington, Kentucky.
David Reeder, formerly Lexmark vice
president and chief financial officer, has been named the company's
new president and chief executive officer, succeeding Paul Rooke.
- Lexmark's Enterprise Software group will be separated from
Lexmark and rebranded to Kofax. The Consortium and Lexmark will
engage in a process to sell the business while focusing on growing
the imaging business, particularly in China and the Asia-Pacific region.
- Lexmark common stock (NYSE: LXK) has ceased trading on the New
York Stock Exchange.
- Shareholders holding their shares directly through Lexmark's
transfer agent will receive a letter of transmittal from the paying
agent detailing how to obtain their merger consideration.
Shareholders holding their Lexmark shares through an account with
their broker, investment dealer, bank, trust company or other
intermediary will receive payment through that account, and should
contact their intermediary if they have any questions about this
process.
- Goldman, Sachs & Co. acted as financial advisor to Lexmark,
and Wachtell, Lipton, Rosen & Katz acted as the company's legal
counsel.
- Moelis & Company acted as financial advisor to the
Consortium, along with Skadden, Arps, Slate, Meagher & Flom and
King & Wood Mallesons as legal counsel.
Supporting Quotes
"We are excited to have completed the transaction, which
provides significant cash value to our shareholders, benefits our
customers and provides new opportunities for our employees," said
Paul Rooke, Lexmark's former
chairman and chief executive officer.
"I have had 25 fantastic years at Lexmark, the last six as
chairman and chief executive officer," added Rooke. "As the company
enters its next phase, it is time for the next generation of
leadership to continue the work to ensure Lexmark's industry
leadership.
"David Reeder is an extraordinary
leader and has spent his entire career in technology. Since
joining Lexmark, David has worked closely with me on transforming
the business, and I believe he is well equipped to continue
Lexmark's transformation for our customers and employees," Rooke
said.
"I'm incredibly excited about Lexmark's future," said
David Reeder, Lexmark's new
president and chief executive officer. "Lexmark has employees
across the globe who are truly passionate about technology and
helping customers better manage their imaging and output needs.
"We are now uniquely positioned to grow the company in
China and greater Asia, along with continuing to deliver
industry-leading products and services to customers in other
regions of the world. I'm honored to lead Lexmark into its next
phase of opportunities and growth," Reeder added.
Lexmark
Lexmark International, Inc. is based in Lexington, Kentucky, and employs 13,000 people
worldwide.
It was formed in 1991 as a spinoff from IBM and listed on the
New York Stock Exchange in 1995. For 25 years, Lexmark has provided
innovative printing and imaging products as well as business
process solutions and services to customers in over 170 countries
across the globe. It offers a full range of high-end laser printing
products and document management solutions, and is a pioneer in the
managed print services field, helping clients more efficiently
maintain, operate and service their printer fleets. Lexmark
products are used by some of the world's largest companies, in
industries from financial services to logistics to health care. In
2015, Lexmark reported more than $3.5
billion in revenue, with 56% coming from outside the
U.S.
The new shareholders will provide Lexmark with strong financial
backing, open new market opportunities, enhance its R&D
capabilities, and enable Lexmark to continue to improve its premium
products and unrivaled customer focus. Its partnership with Apex
will allow it to offer a complete line of printer products,
streamline its development and supply chains, and extend its reach
into the growing markets of China,
the rest of Asia and
elsewhere.
Apex
Apex Technology Co., Ltd. designs, manufactures, and markets
inkjet and laser cartridge components including cartridge chips,
rollers, toner, ink, and other core parts for remanufacturers and
distributors, and is one of the largest manufacturers and solution
providers for global aftermarket imaging supplies and cartridge
chips. Apex built its global sales network in over 100 countries,
leading the industry in its core competitiveness in patents and
technologies.
The company entered the industry in 2000 and is headquartered in
Zhuhai, Guangdong, China. Apex is
listed on the Shenzhen Stock Exchange (002180). Zhuhai Seine
Technology Co., Ltd. (Seine) is the largest shareholder of Apex,
holding approximately 68.7% of its voting shares. Apex shareholders
also control Pantum Electronics Co., Ltd., China's first printer and printing solutions
provider. Pantum can realize great synergies with Lexmark in its
full product line of middle and low-end products.
PAG
PAG Asia Capital is the private equity buyout arm of PAG, one of
Asia's largest private alternative
asset management platforms with funds under management across
private equity, real estate and absolute return strategies. Founded
in 2002, PAG currently has $16
billion in capital under management, with 380 staff across
offices in Asia.
Legend Capital
Legend Capital is the venture capital arm of Legend Holdings
(SEHK:3396), one of the largest diversified holding corporations in
China, and has been a shareholder
of Seine since 2007. Legend Capital focuses on China-related innovation and growth
opportunities, and has been investing in the technology sector for
the past 15 years. Legend Capital has total assets under management
of $3.7 billion.
Lexmark and the Lexmark logo are trademarks of Lexmark
International, Inc., registered in the U.S. and/or other countries.
All other trademarks are the property of their respective
owners.
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SOURCE Lexmark International, Inc.