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Thursday, August 28, 2008

Steel Partners - Dark Forces behind the IKON/Ricoh Deal

Lichtenstein Gets His Wish With Ikon Deal

Last year, Steel Partners offered IKON the opportunity to buy back all of Steele's IKON shares at a price of $17.25. At the time, IKON offered to buy the shares at $15/share, Steele declined and held on to IKON.

With yesterday's announced deal (Ricoh to Buy IKON - Shot Heard Around the World), Ricoh will purchase IKON for $17.25 per stock.

From the New York Times, Thursday August 28, 2008 -

"...The Philadelphia Inquirer noted that the activist investor’s hedge fund Steel Partners, which counts Ikon as one of its largest holdings, has been pressuring the company to boost shareholder value for some time now. Last year, Steel Partners urged Ikon to buy back share at a price of $17.25. The company declined, but offered $15 per share instead.

Steel Partners, however, decided to hang onto its holding and is now seeing its shares going for $17.25, under the terms of the deal with Japan’s Ricoh, which competes with Xerox, Canon and Konica Minolta Holdings in printers and copiers. The buyout price is a premium of 11 percent over Tuesday’s close of $15.56..."

Of course, IKON spokes-holes continue to say
that the deal was a result of the company’s “strategic planning process” and industry consolidation, and “had nothing to do with” the activist investor’s involvement.

One industry observer notes,
“This is all driven by Steel Partners. They’re one of the most aggressive hedge funds in the world,”

- Damien J. Park, owner of Philadelphia shareholder- management consultant Hedge Fund Solutions, told The Inquirer. Steel Partners owns about one-eighth of Ikon, and paid about $10.50 a share, for a $6.75-a-share profit.

Interesting backdrop -

November 21, 2007:
"...Ikon agreed in October to provide Steel Partners with confidential information in exchange for the New York fund's agreeing to not try to take over Ikon or its board of directors for six months. Steel said in November that it supported Ikon's $500 million buyback plan, which included a $295 million modified Dutch auction tender offer that Ikon completed in December..."
In exchange for the "confidential information" Steel Partners agreed ""to refrain from taking certain actions with respect to its investment in Ikon through May 2009, subject to completion of the pending repurchase plan."

Well, the "pending repurchase plan" was never completed.

March, 2008 -

"Ikon Office Solutions Inc. said Monday it no longer intends to repurchase $500 million of its stock in its 2008 fiscal year, which ends Sept. 30, and expects to end the year having bought back $340 million in shares. "We remain committed to completing our $500 million share repurchase program," Ikon Chairman, President and CEO Matthew J. Espe said. "However, in light of the challenging credit markets and the anticipated one-time cash and pre-tax charge ... we believe refinancing our existing debt would be significantly dilutive to our fiscal year 2008 results at this time."
The provider of copiers, related office equipment and document management services said the decision means its agreement with shareholder Steel Partners II LP probably will expire at the end of the month..."
...very interesting...

I posted this, last month:

Excerpts From Espe

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