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ACS and Xerox may face trouble in Delaware

Posted on October 23, 2009 5:30 PM
Affiliated Computer Services Inc. and Xerox Corp. may be on a collision course with the Delaware Court of Chancery. Xerox's $6.4 billion agreement to buy ACS poses the same fact pattern as the one that Chancellor William B. Chandler III addressed in an opinion issued Oct. 2, four days after the ACS deal was announced.

On Friday, ACS filed a preliminary proxy on the deal with the U.S. Securities and Exchange Commission that details the ACS board's negotiations with Xerox and its decision to approve a deal that gives ACS founder and chairman Darwin Deason a premium for his controlling stake in the company relative to the consideration other shareholders would receive.

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