US President Barack Obama today named Ursula Burns , chief executive officer of Xerox Corporation, to help lead a national program aimed at honing students' skills in science, technology, engineering and math (STEM). The education initiative is expected to help the country sharpen its competitive edge in innovation and regain dominance in the technological revolution sweeping the globe.
The project will be led by Burns; Craig Barrett, former chief executive officer and chairman of Intel Corporation; Glenn Britt, chief executive officer of Time Warner Cable and Sally Ride, former astronaut and president and chief operating officer of Sally Ride Science, in conjunction with the Carnegie Corporation of New York, and the Bill and Melinda Gates Foundation.
"Companies like Xerox succeed through innovation, collaboration and the fresh ideas of our people. If we inspire young people today, we secure our ability to innovate tomorrow. Innovation is central to our nation's overall growth, to our quality of life and to our success in the global marketplace," said Burns, whose own personal journey from the classroom to the C-suite reflects the benefits and opportunities of a STEM education. Burns is a mechanical engineer who joined Xerox as student intern nearly 30 years ago and progressed through the company in a variety of engineering, product development and management roles. She was named president of Xerox in 2007 and became chief executive officer of the company on July 1.
An important first national step to improve math and science achievement, the initiative plans to broaden job opportunities and quality of life for more Americans. The team is expected to work at a rapid pace similar to the space race 50 years ago and focus on mobilizing the resources needed to raise the level of math and science learning for all students. The program will explore how new technologies, social networks and other resources can be used to connect teachers with professionals and companies and improve student performance in science, technology, engineering and math education.
Burns serves on the board and works with a number of institutions and organizations that are advancing STEM initiatives. Among them are the National Academy Foundation, MIT, and the University of Rochester. Burns is also a member of the advisory board for FIRST - (For Inspiration and Recognition of Science and Technology), an organization that, through robotic competitions, fosters student interest in innovation and engineering. Xerox was a founding member of FIRST and continues to support the organization today.
In addition to FIRST, Xerox traces a 50-year commitment to the power of education, investing in a number of programs. The Xerox Science Consultant Program is one of the longest running industry-education partnerships in the country. For the past 40 years, Xerox scientists and engineers have worked in the class room to make science fun for hundreds of thousands of elementary students.
Xerox has also invested several hundred million dollars in educational grants to fund programs and scholarships at universities and science centers throughout North America. Thousands of students have received educational assistance through Xerox's Technical Minority Scholarship Program.
HP today announced financial results for its fourth fiscal quarter ended Oct. 31, 2009, with net revenue of $30.8 billion, down 8% from a year earlier and down 5% when adjusted for the effects of currency.
In the fourth quarter, GAAP diluted net earnings per share (EPS) were $0.99, compared with $0.84 in the prior-year period. Non-GAAP EPS were $1.14, compared with $1.03 in the prior-year period. Non-GAAP financial information excludes after-tax costs related primarily to the amortization of purchased intangibles, restructuring charges and acquisition-related charges of approximately $0.15 per share and $0.19 per share in the fourth fiscal quarter of 2009 and 2008, respectively.
"HP's solid performance in Services drove record profit, and the accelerated pace in signings creates strong momentum going into 2010," said Mark Hurd, chairman and chief executive officer, HP. "Our operational execution and improving cost structure generated strong quarterly and year-end results. We expect to outperform the market due to our significant scale, broad portfolio and market-leading position."
Information about HP's use of non-GAAP financial information is provided under "Use of non-GAAP financial information" below.
Full Year Fiscal 2009
Net revenue for the full fiscal year 2009 was $114.6 billion, down 3% compared with the prior-year period or up 1% when adjusted for the effects of currency. GAAP operating profit was $10.1 billion and GAAP diluted EPS was $3.14, down from $3.25 in the prior year. Non-GAAP operating profit was $12.6 billion, and non-GAAP diluted EPS was $3.85, up from $3.62 in the prior-year period. Non-GAAP financial information excludes $1.7 billion of adjustments on an after-tax basis, or $0.71 per diluted share, related to the amortization of purchased intangible assets, restructuring charges, acquisition-related charges and in-process research and development charges.
"Relentless focus on driving efficiencies across the business has given HP a significant competitive advantage," said Cathie Lesjak, executive vice president and chief financial officer, HP. "Our skill in executing strong acquisitions and integrating them seamlessly improves the value of our portfolio, strengthens the business and contributes to our ability to expand in key growth markets in the future."
Fourth quarter revenue declined 3% in the Americas to $13.6 billion. Revenue was down 17% in Europe, the Middle East and Africa and 1% in Asia Pacific to $11.7 billion and $5.4 billion, respectively. When adjusted for the effects of currency, revenue was down 1% in the Americas while declining 10% in Europe, the Middle East and Africa and 1% in Asia Pacific versus the prior-year period. Revenue from outside of the United States in the fourth quarter accounted for 64% of total revenue, with revenue in the BRIC countries (Brazil, Russia, India and China) declining 4% over the prior-year period while accounting for 10% of total HP revenue. China revenue increased more than 20% from the prior year. Services
Services revenue increased 8% to $8.9 billion. Infrastructure Technology Outsourcing reported revenue of $4.1 billion while Technology Services, Application Services and Business Process Outsourcing posted revenue of $2.5 billion, $1.5 billion and $778 million, respectively. Operating profit was $1.4 billion, or 16.2% of revenue, up from $945 million, or 11.4% of revenue, in the prior-year period. With the EDS integration tracking ahead of plan, services ended the fiscal year with strong momentum in signings and a significant number of new logo wins.
Enterprise Storage and Servers
Enterprise Storage and Servers (ESS) reported total revenue of $4.2 billion, down 17%. Storage revenue declined 20% with the midrange EVA product line down 23%. Industry Standard Server revenue declined 10% and Business Critical Systems revenue declined 33%, while ESS blade revenue was down 8%. Operating profit was $481 million, or 11.4% of revenue, down from $705 million, or 13.9% of revenue, in the prior-year period.
HP Software revenue declined 16% to $967 million. Business Technology Optimization revenue declined 16% and Other Software revenue declined 15% over the prior-year period. Operating profit was $234 million, or 24.2% of revenue, up from $211 million, or 18.4% of revenue, in the prior-year period.
Personal Systems Group
Personal Systems Group (PSG) posted an increase of unit shipments of 8% and maintained the leading market share position in PCs worldwide. PSG revenue declined 12% to $9.9 billion. Notebook revenue for the quarter was down 8%, while Desktop revenue declined 16%. Commercial client revenue was down 15%, while Consumer client revenue decreased 8%. Operating profit was $460 million, or 4.7% of revenue, down from $616 million, or 5.5% of revenue, in the prior-year period.
Imaging and Printing Group
Imaging and Printing Group (IPG) revenue declined 15% to $6.5 billion. Supplies revenue was down 8% while Commercial hardware revenue and Consumer hardware revenue declined 32% and 17%, respectively. Printer unit shipments decreased 20%, with Commercial printer hardware units down 38% and Consumer printer hardware units down 14%. Operating profit was $1.2 billion, or 18.1% of revenue, versus $1.2 billion, or 15.3% of revenue, in the prior-year period.
HP Financial Services
HP Financial Services (HPFS) reported revenue of $726 million, up 5% from the prior-year period. Financing volume increased 6%, and net portfolio assets increased 21%. Operating margin was 9.1% of revenue, up from 7.4% in the prior-year period.
HP generated $3.4 billion in cash flow from operations for the fourth quarter. Inventory ended the quarter at $6.1 billion, down 4 days. Accounts receivable of $16.5 billion was up 3 days. Accounts payable ended the quarter at $14.8 billion, up 5 days. HP's dividend payment of $0.08 per share in the fourth quarter resulted in cash usage of $190 million. HP utilized $2.1 billion of cash during the fourth quarter to repurchase approximately 46 million shares of common stock in the open market. HP exited the quarter with $13.4 billion in gross cash.
For the first fiscal quarter of 2010, HP estimates revenue of approximately $29.6 billion to $29.9 billion, GAAP diluted EPS in the range of $0.90 to $0.92, and non-GAAP diluted EPS in the range of $1.03 to $1.05. First fiscal quarter 2010 non-GAAP diluted EPS estimates exclude after-tax costs of approximately $0.13 per share, related primarily to the amortization of purchased intangibles, restructuring charges and acquisition-related charges.
HP estimates full fiscal year 2010 revenue will be approximately $118.0 billion to $119.0 billion, up from its previous estimate of $117.0 billion to $118.0 billion. Full fiscal year 2010 GAAP diluted EPS is expected to be in the range of $3.65 to $3.75, up from its previous estimate of $3.60 to $3.70, and non-GAAP diluted EPS is expected to be in the range of $4.25 to $4.35, up from its previous estimate of $4.20 to $4.30. Full fiscal year 2010 non-GAAP diluted EPS estimates exclude after-tax costs of approximately $0.60 per share, related primarily to the amortization of purchased intangibles, restructuring charges and acquisition-related charges. These estimates for both the first fiscal quarter and full fiscal year of 2010 do not reflect the potential impact of the acquisition of 3Com Corporation that HP announced on Nov. 11, 2009.
Mondo Times (www.mondotimes.com) is the worldwide media guide, providing fast access to newspapers, magazines, radio and tv stations and news agencies worldwide. They also provide detailed contact information for American media to Mondo Times members.
'Mondo' is Italian for world, and the basic mission of Mondo Times is to give you quick access to current news, events and information from around the world.
In more technical terms, Mondo Times is a gateway service and reputation manager for mass media on the World Wide Web.
This service is unique in providing a single point of access to all kinds of mass media (newspapers, magazines, radio, TV and news agencies) all over the world. And MT provides much more than just a list of links.
Here you can rate the quality and political orientation of every media outlet, and share your views about their performance (or lack thereof).
All Kinds of Media
Slowly but surely, the World Wide Web is delivering on its potential as an integrated multimedia service. The old distinctions between traditional media outlets are increasingly blurred, with newspapers streaming video and TV networks offering detailed text analysis.
In light of how the media world is changing, it makes sense to provide access to all kinds of mass media in one place. Mondo Times does that and more.
More Than Access
Mondo Times offers convenient access to mass media worldwide, but it's also a reputation manager. That is, it's designed to help you assess both the quality of each media outlet and the political views which influence its output. For more details see the Rating Guide.
The Internet is a powerful medium for creating, distributing and exchanging information. But at the large majority of web sites, information flows in one direction only and the "audience" must take what it is given. The lack of collaboration and interaction is a huge lost opportunity, we believe. When people collaborate, new information is generated and new value is created.
On the Internet we don't have to be limited to the role of a viewer in an audience, unable to contribute in a meaningful way. The old media model treats the user as a passive recipient of someone else's ideas rather than an active participant in the process of creating information and ideas. The power of the Internet is in doing, not viewing, and Mondo Times was developed in that spirit.
About Mondo Times
Mondo Times is produced by Mondo Code LLC, an online production company based in Boulder, Colorado USA. Visit their website at http://www.mondotimes.com
Océ, an international leader in digital document management, today announced that it has been recognized as the 2009 Strategic Vendor of the Year by ReproMAX, a premier global network of independent reprographers and printers. Océ was selected for its exemplary contributions and commitment to the field of reprographics and was honored during the ReproMAX annual Fall Executive Conference in Chicago on September 10–12, 2009.
"We appreciate the opportunity to serve the ReproMAX membership in our common goals of gaining market share, embracing technological advancement and operating rewarding enterprises," said Patrick Chapuis, President, Wide Format Printing Systems division of Océ North America. "Océ is committed to maintaining a close working relationship with ReproMAX's leadership and its members and is honored to receive the ReproMAX 2009 Vendor of the Year award."
Each year, ReproMAX acknowledges industry pioneers for their contributions to the field of reprographics. These annual awards consistently garner a great deal of participation from its member firms in support of ReproMAX's vendor partners. Océ has been a long standing supporter of the ReproMAX network through its workflow solutions and large format printers and scanners.
"It is a tribute to Océ that so many ReproMAX member firms made the effort to recognize the company's contributions during this past year and ReproMAX continues to look to Océ as a leading industry partner," said Rick Bosworth, President of ReproMAX. "Industry education, training and information sharing are critical elements to moving our mutual interests forward. As technology and processes change, we see opportunities to grow our businesses together."
Through its proactive involvement with ReproMAX, Océ has been able to strengthen relationships with new and existing reprographic customers. Additionally, Océ has educated, trained and informed a significant number of ReproMAX firms on strategies for improving their businesses. Added Chapuis, "Océ is committed to delivering an innovative approach to technology and business processes, and we look forward to strengthening our offerings to capitalize on the improvement of the economic environment."
Colourgen has announced its financial results for the fiscal year ending June 2009. The company’s revenue was down 8% to £11million, with an operating profit of £240,000.
Jeff Biggs, Managing Director of Colourgen, says “In a year which has seen the overall large format print market shrink by more than 20%, our 8% revenue drop represents a significant achievement. We have retained profitability despite the global recession and the weak pound, while maintaining a healthy balance sheet and strong lines of credit. We also took full ownership of our AmBer Centre premises in Maidenhead, which puts us on an excellent financial footing for the future.”
During the year, Colourgen launched a number of new products to the UK market, including high-performance H & V series solvent printers from Seiko II and a range of new laminators from Kala. The company also launched its own range of Elite Essentials inkjet media, which offers high quality, value solutions to many of the most popular printing applications. “To remain profitable, we have brought overheads in line with the business opportunities, without compromising customer service levels. We continue to respond to customer demand by developing our product portfolio to include the best new printers, laminators, consumables and software, as well as our own value media brand, which has proven to be a real success. We also continue to put our support, maintenance and engineering capabilities at the forefront of the business, ensuring customers get the best possible return from their investment,” adds Biggs.
Biggs concludes, “Our solid performance through this difficult time, together with some exciting new developments on the way, means we are in an excellent position to take full advantage of the upturn in the economy. Performance so far this year is positive and we look to return to year-on-year growth as quickly as possible.”
Canon intends to acquire all ordinary shares of Océ through an all cash public offer
Canon and Océ aim to create the overall No. 1 presence in the printing industry;
Combination to capitalise on excellent complementary fit in product range, channel mix, R&D, and business lines resulting in an outstanding client offer;
Strong strategic rationale for Canon and Océ - growing and building on proven track record in innovation and client servicing;
Canon intends to make an offer of € 8.60 per Share (cum dividend) for 100% of the outstanding Shares of Océ, representing a premium of 70% over Océ's closing share price of Friday 13 November 2009 and 137% to the average share price over the last 12 months;
The Management and Supervisory Boards of Océ fully and unanimously support and will recommend the intended Offer;
Holders of the depository receipts for Océ's cumulative preference shares, Ducatus, ASR and ING (approximately 19% of the total share capital), agreed to sell their interests to Canon; large shareholder Bestinver Gestion S.A. (approximately 9.5% of outstanding Shares) has provided an irrevocable undertaking to tender;
Océ remains separate legal entity as a Canon division, headquartered in Venlo (the Netherlands); Océ brand is to be maintained and applied in all relevant markets. Océ to lead its R&D and manufacturing. Management Board and key management remains in place;
Employees part of industry leader - existing labor agreements will be respected, no redundancies as a result of the Offer.
TOKYO, November 16, 2009—Canon and Océ today announced that they have reached conditional agreement to combine their printing activities through a fully self-funded, public cash offer by Canon for all the Shares of Océ. The offer price of € 8.60 per Share of Océ (the "Offer") represents a premium of 70% over the closing share price of Friday 13 November 2009 and 137% to the average closing price of Océ's Shares over the last 12 months. The Offer values 100% of the issued and outstanding Shares of Océ at approximately € 730 million.
Canon and Océ aim to create the overall No. 1 presence in the printing industry, building on an enhanced scale and a combined history of innovation and excellent client servicing. The combination will capitalize on an excellent complementary fit in product mix, channel mix, R&D, and business lines resulting in an outstanding client offer spanning the entire printing industry.
Canon's President and COO Tsuneji Uchida says: "We are delighted to welcome Océ, the ideal partner in every respect, into the Canon Group. Through the merger of Canon and Océ, we believe that we will be able to realize clear benefits, not only in the area of R&D, but also in terms of product mix and marketing and are confident that this winning combination will contribute greatly to our goal of becoming the overall No. 1 presence in the printing industry."
Océ's CEO Rokus van Iperen says: "I am very much looking forward to joining forces with Canon. There is a great fit between our companies, which share similar values and a strong commitment to technology and innovation. I am proud Canon intends to team up with Océ, based upon the prominence of our customers and technology and of course our people that have shaped our company for generations. This is the best possible combination in the consolidating global printing industry and will deliver scale in R&D, manufacturing and distribution. The combined organization provides us with access to a huge sales network in Asia as well as mutual cross selling opportunities in Europe and the United States. Our customers will benefit from an outstanding product and services offering and our employees will be offered appealing development opportunities."
Canon and Océ will be able to build upon each other's strong history and proven track record of innovation and customers servicing and create a strong joint enterprise capable of long term successes. The similar technology oriented background and corporate values will be important drivers creating the world's leading group in the printing industry.
Canon and Océ have similar backgrounds in corporate values with a client oriented culture and a technology driven business model. Océ, one of the world's leading providers of document management and printing for professionals, brings to the merger its expertise and strengths in the areas of production printing, wide format printing and business services. Océ's strategy focuses on strengthening its distribution power, increasing product competitiveness and improving operational excellence. The combination will provide Océ access to Canon's well-established sales and marketing network throughout Asia. Additionally, Océ will benefit from the Canon Group Best in Class processes and infrastructure as well as financing to facilitate active investment toward the expansion of Océ's business operations. The combination of Canon and Océ will have leading positions in the SOHO (Small Office/Home Office), office, production and wide format segments, offering a superlative range of products and services. It would be able to provide optimal customer servicing through its enhanced scale, innovative technologies and strong distribution networks. Océ and Canon have complementary technologies and products and would benefit from improved diversification across regions and businesses.
Under Phase III of its Excellent Global Corporation Plan, launched in 2006, Canon aims to join the ranks of the world's top 100 companies in terms of all key measures of business performance. As a principal strategy toward the realization of this goal, Canon aims to achieve the overwhelming No. 1 position worldwide in all of its current core businesses. Océ boasts a robust direct sales and service network in 32 countries, which will provide valuable additional sales and service support for Canon-brand products. Furthermore Canon will benefit from the addition of Océ's production and wide format printing line-up, along with the R&D synergies made possible through joint development initiatives in these areas.
The printing industry currently is in a period of consolidation, driven by the undeniable fact that scale is increasingly important, especially in R&D and manufacturing. Only players that are able to improve profitability through increased scale and Best in Class processes and infrastructure will play a leading role in the printing industry going forward. In this perspective, Canon and Océ form the ideal combination. Together they are excellently positioned to optimize the servicing of their customers and become the undisputed market leader. Océ's position in the combination
Following the completion of the merger, Océ will remain a separate legal entity and will become a division within Canon with headquarters in Venlo (the Netherlands). Océ will be responsible worldwide for wide format, commercial printing and business services. Océ's office activities will be integrated in Canon's Office Imaging Products division ("OIP"). Canon's Large Format Printing will functionally be integrated in the Océ Production Printing Division ("Océ division") over time.
In order to create optimal scale in the right segments, the Océ division will report (managerial and financially) to the Canon Board and will lead the R&D and manufacturing for its businesses. Furthermore, Océ's headquarters, combining R&D, production and sales functions, is expected to play an integral role for Canon's European regional operations, one of Canon's key bases within its Three Regional Headquarters vision. The current Management Board and key management of Océ will remain in place. In the Océ division, the strong Océ brand name will be maintained and will be applied in all relevant markets. Corporate governance
Following completion of the Offer the Management Board of the Océ division will consist of the following persons: Messrs. Van Iperen, Kerkhoven and Schaaf. Océ's Supervisory Board will include the following persons: Messrs. Tanaka, Elverding and Baan, as well as three additional persons to be selected among Canon's top executives. Integration phase
The integration of both Canon and Océ businesses will take place over the coming 3 years. Canon and Océ have agreed on a high level integration plan and integration project organization. The integration will be aimed to optimize efficient coordination of Sales, Service, Marketing, R&D and Manufacturing & Logistics covering all business areas, the process of which will be directed and supervised by a Steering Committee composed of executives from Canon and Océ. The Sales and Service integration will be led by joint integration teams per region with initially two dedicated organizations, respectively for the OIP and for the Océ division. Social aspects
The Océ employees will become part of a global leader in the printing industry which will capitalize on the strong brands of both companies. Océ and Canon do not expect that there shall be any material negative consequences as a result of the Offer for the existing employment level of Océ, excluding already announced personnel reductions. The combination will respect the existing rights of the employees of Océ, including applicable covenants with the Océ works councils and the unions, the applicable social plans and collective labor agreements. The combination will also respect the current obligations with respect to the pension rights of Océ's employees. Customers
The customers of both Canon and Océ will benefit from an enlarged range of high quality products and services through an extended global sales and service network. Business Partners
Océ will carefully explore with its various business partners the future of their relationship in view of the contemplated transaction. Financial highlights of the Offer
Canon intends to acquire all the outstanding Shares of Océ through a fully self-funded cash offer consisting of € 8.60 in cash per ordinary Océ Share, representing:
a 70 % premium over Océ closing price on Friday 13 November 2009;
a 137 % premium over Océ's average twelve months share price.
No further dividends are expected to be declared prior to the completion of this Offer. Committed Shareholders
Bestinver Gestion S.A. SGIIC, a holder of approximately 9.5% of the outstanding Shares, has committed itself to tender its Shares under the intended Offer when it is made. The irrevocable contains certain customary undertakings and conditions including that the shareholder will only tender its Shares to a bona fide third party offeror at a price of at least 10% above the Offer. Canon will have the right to match any competing offer.
Ducatus N.V., ASR Nederland N.V. and ING AM Insurance Companies B.V., each holder of depository receipts for cumulative preference shares in Océ and Stichting Administratiekantoor Preferente Aandelen Océ, which holds on their behalves all the cumulative preference shares representing in aggregate approximately 19% of Océ's voting rights, have entered into a conditional agreement with Canon to transfer their depository receipts and cumulative preference shares, respectively, on the condition of the Offer being declared unconditional. Recommendation
The Management and Supervisory Boards of Océ fully and unanimously support the transaction with Canon, after giving due consideration to the strategic, financial and social aspects of the transaction and taking into account the interest of the shareholders and all other stakeholders of Océ, including clients and employees. The Management and Supervisory Boards of Océ will recommend to the shareholders that they accept the Offer. Financing of the Offer
The cash consideration of the Offer is € 730 million, based on a 100% acceptance of Océ's ordinary shareholders. The cash consideration for depository receipts for cumulative preference shares amounts to € 65 million. Canon intends to refinance short and long term debt of Océ, as needed. As per 31 August 2009, the total amount of short and long term debt amounted to € 704 million. Canon will finance the Offer and debt repayment from internally generated funds. Offer Conditions and Process
The Offer will commence after the formal filing with the AFM (Dutch Authority Financial Markets) of an Offering Memorandum. The commencement of the Offer is subject to the satisfaction of certain pre-offer conditions customary for a transaction of this kind, such as (i) relevant antitrust clearances for the Offer, (ii) no revocation of the recommendation by Océ's Management Board or Supervisory Board, (iii) no revocation of the agreements with the Committed Shareholders, (iv) no competing offer having been made, (v) no order, stay judgment or decree restraining, prohibiting or delaying the transaction, (vi) agreement on and AFM approval of the Offering Memorandum, (vii) no material breach of the merger protocol and (viii) no material adverse change having occurred.
When made, the consummation of the Offer will be subject to the satisfaction or waiver of certain offer conditions customary for transactions of this kind, such as (i) a minimum acceptance of 85% of the Shares on a fully diluted basis, (ii) no revocation of the recommendation by Océ's Management Board and Supervisory Board, (iii) no revocation of the agreements with the Committed Shareholders, (iv) no competing offer having been made, (v) no order, stay judgment or decree restraining, prohibiting or delaying the transaction, (vi) no material breach of the merger protocol and (vii) no material adverse change having occurred.
Océ may terminate the conditional agreement with Canon in the event that a bona fide third party makes an offer which is, in the reasonable opinion of Océ's Management Board and Supervisory Boards, superior to the Offer. An alternative offer shall only be regarded as superior in the event its bid price exceeds the Offer price by 10%, or in the event of a consecutive bid by 5%. Canon has a right to match a superior offer. In the event the conditional agreement is terminated pursuant to a competing offer, Océ shall pay to Canon an amount of € 7,950,000 as compensation for opportunity costs and other costs incurred by Canon.
The relevant bodies and authorities (such as the relevant employee representative bodies, the AFM, the Social Economic Council and the relevant antitrust authorities) have been or will be informed and/or consulted (as applicable), as customary in a transaction of this kind.
If the Offer is declared unconditional, it is intended that Océ's listing on the Official Market of NYSE Euronext Amsterdam N.V. will be terminated as soon as possible.
In the event that the Offer is declared unconditional and less than 95% of the Shares is acquired, Canon may utilize available legal measures (for example a legal merger and squeeze out) in order to increase their ownership to 100% of the total share capital of Océ. Expected timing
The Offering Memorandum is expected to be published and the Offer is expected to commence in the first quarter of 2010;
Following the publication of the Offering Memorandum, Océ will convene an extraordinary general meeting of shareholders to inform its shareholders about the Offer and to approve certain customary resolutions that are to be adopted as a condition to the Offer;
The settlement date is to be determined.
Mizuho Securities acted as financial advisor to Canon. Stibbe and Herbert Smith acted as legal advisors to Canon. ING Corporate Finance acted as financial advisor to Océ and provided a fairness opinion. Lazard acted as financial advisor to Océ Supervisory Board and provided a fairness opinion. De Brauw Blackstone Westbroek acted as legal advisor to Océ. Hill & Knowlton acted as communication advisor to Océ.
Fortis Bank (Nederland) N.V. / MeesPierson CFCM will act as the exchange agency for this Offer. Media Events and Investor Communication Information
Océ: 16 November 2009, 10.00 - 11.00 hrs CET, Hotel Okura Amsterdam
Canon: 16 November 2009, 17.00 - 18.00 hrs JST, Tokyo Kaikan, Tokyo
Analysts and investors meetings
Océ: 16 November 2009, 13.00 - 14.30 hrs CET, Hotel Okura Amsterdam
Canon: 16 November 2009, 17.00 - 18.00 hrs JST, Tokyo Kaikan, Tokyo
Overview of Canon
Canon Inc. (NYSE: CAJ), headquartered in Tokyo, Japan, is a leader in the fields of professional and consumer imaging equipment and information systems. Canon's extensive range of products includes copying machines, multifunction office systems, inkjet and laser beam printers, cameras, video equipment, medical equipment and semiconductor-manufacturing equipment. With almost 170,000 employees worldwide, Canon has manufacturing and marketing subsidiaries in Japan, the Americas, Europe, Asia and Oceania; and a global R&D network with companies based in the United States, Europe, Asia and Australia. Canon's consolidated net sales for fiscal 2008 (ended December 31, 2008) totaled $44.99 billion (at an exchange rate of ¥91 = US$1).
For more information on Canon, visit the company's website: www.canon.com
Overview of Océ
Océ is one of the world's leading providers of document management and printing for professionals. The broad Océ offering includes office printing and copying systems, high speed digital production printers and wide format printing systems for both technical documentation and color display graphics. Océ is also a foremost supplier of document management outsourcing. Many of the world's Fortune 500 companies and leading commercial printers are Océ customers. The company was founded in 1877. With headquarters in Venlo, the Netherlands, Océ is active in over 90 countries and employs some 22,000 people worldwide. Total revenues in 2008 amounted to € 2.9 billion. Océ is listed on NYSE Euronext in Amsterdam.
For more information on Océ N.V., visit the company's website: www.investor.oce.com Restrictions
This announcement is for information only and does not constitute an offer or an invitation to acquire or dispose of any securities or investment advice or an inducement to enter into investment activity. This announcement does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire the securities of Canon or Océ (the "Companies") in any jurisdiction.
The distribution of this press release may, in some countries, be restricted by law or regulation. Accordingly, persons who come into possession of this document should inform themselves of and observe these restrictions. To the fullest extent permitted by applicable law, Canon and Océ disclaim any responsibility or liability for the violation of any such restrictions by any person. Any failure to comply with these restrictions may constitute a violation of the securities laws of that jurisdiction. Neither Canon, nor Océ, nor any of their advisors assumes any responsibility for any violation by any person of any of these restrictions. Any Océ shareholder who is in any doubt as to his position should consult an appropriate professional advisor without delay.
In addition, the Offer is not being, and will not be, made directly or indirectly, in or into the United States or Canada, and the Offer should not be accepted from within the United States or Canada. Accordingly, any documents related to the Offer are not being, and will not be, mailed or otherwise forwarded, distributed or sent in, into or from the United States or Canada, and any acceptances received from the United States or Canada will be rejected as invalid.
This press release may include "forward-looking statements" and language indicating trends, such as "anticipated" and "expected." Although Canon and Oce believe that the assumptions upon which their respective financial information and their respective forward-looking statements are based are reasonable, they can give no assurance that these assumptions will prove to be correct. Neither Canon nor Oce, nor any of their advisors accepts any responsibility for any financial information contained in this press release relating to the business or operations or results or financial condition of the other or their respective groups.
Large Format Review provides daily breaking news on digital printer technology as used for commercial production of print for wide-format sign and display, dye-sublimation textile and fabric printing, packaging and industrial applications. We also cover 3D print and additive manufacturing.