Smoke, Mirrors, and 32%: What Xerox Isn’t Saying About Lexmark.

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Tonernews.com, May 29, 2025. USA
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    Is Xerox Misleading Investors with the “32%” Vote? If Xerox CEO Steve Bandrowczak is telling the truth, then reality must be optional. In recent earnings calls and SEC filings, Bandrowczak claims Xerox has secured “32% of the required votes” to close a deal involving Lexmark, the printer giant currently owned by a Chinese-led consortium. But here’s the problem: the math doesn’t work.

    Lexmark is 51% owned by Ninestar (China), 43% by PAG Asia Capital (Hong Kong), and a meaningless 6% by Legend Holdings. So how can 32% possibly be “of the required votes”? Either Xerox is using creative arithmetic—or they’re counting on the public and investors not to ask too many questions.

    The most generous interpretation is that the deal requires a supermajority vote—75%. In that case, PAG’s 43% ownership translates to just over 32% of the vote required to approve the deal. That would mean one thing clearly: Ninestar is not on board, and until they are, this deal is dead on arrival.

    Another possibility? Xerox is using a voting base not publicly disclosed, perhaps tied to private merger terms or restricted shares. That’s not confidence—it’s opacity. If true, Xerox owes investors a full explanation of the rules they’re playing by.

    Meanwhile, the clock is ticking. The financing expires December 22, 2025. No deal by then? It all unravels—plus interest. Bandrowczak says he’s “expecting” to close the deal by the end of the year. But “expecting” without Ninestar’s consent? That’s not leadership—it’s wishful thinking.

    In a geopolitical landscape where China holds the keys, and U.S. companies pretend they don’t, Xerox’s optimism looks more like a smokescreen than a strategy. Investors should be asking harder questions—before this turns into another cautionary tale of Western CEOs betting on Beijing.

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