For financial journalists, the recurring question surrounding Icahn—the Ur-"corporate raider" who made his name in the '80s with a hostile takeover of the airline TWA (R.I.P.) and was a short-lived Trump adviser—is not so much "Is Carl Icahn angry?" but "What is Carl Icahn angry about today?"
The answer to that question at the moment: the proposed Xerox-Fuji deal. Icahn's joined in his displeasure by fellow rich guy Darwin Deason; in a joint "Open Letter to Xerox Shareholders" published Monday at carlicahn.com, the men, who call themselves "Xerox's two largest individual shareholders," lay into Fuji's proposed plan to swallow the iconic American technology company whole. Their statement begins,
Last week, Xerox and Fuji announced a scheme to transfer majority ownership and control of Xerox to Fuji in a transaction that dramatically undervalues Xerox and disproportionately favors Fuji. The transaction has a tortured, convoluted structure, but it was best summarized by Shigetaka Komori, Fuji's Chairman and CEO, when he boasted to the Nikkei Asian Review that the "scheme will allow us to take control of Xerox without spending a penny."
And it gets worse—or better, depending on your level of fandom of Angry Icahn—with phrases including "downright offensive" and "dreadful deal" and, ultimately, a plea to "our fellow shareholders"
to "not let Fuji steal this company from us."
To put this in context, we need only travel down memory lane—to four weeks ago, when the Dealbreaker blog noted that "Carl Icahn Made It Nine Days Into 2018 Before Demanding Someone Get Fired" (that was in regard to SandRidge Energy's plan to acquire Bonanza Creek Energy). Or we could rewind to, say, a year ago January: "Billionaire Carl Icahn rips N.J. lawmakers over Trump Taj Mahal bill" (Icahn Enterprises had taken over the ultimately doomed casino from Trump Entertainment Resorts following bankruptcy proceedings). Or 2014: "Icahn Writes Yet Another Angry Letter To eBay Shareholders" (ValueWalk). Or 2013: "The 7 Craziest Quotes From the Fight Between Billionaires Carl Icahn and Bill Ackman" (via The Altantic; the fight was, in part, over Herbalife).
Or, hell, we could go back a full decade to this 2008 Business Insider post: "Carl Icahn, Angry Blogger!"
Is Carl Icahn right to be so angry? The answer to that is: Of course—and he has much better lawyers than you or I have.
Also, for journalists of all stripes—financial or otherwise—Angry Icahn is worth his proverbial weight in gold. When he's highly invested in a company that's in transition, he pretty much automatically becomes the story—and an Icahn-weighted story is automatically more entertaining.
Which brings us full circle to today's Icahn outrage about Xerox-Fuji, which, please, go ahead and read it from start to finish—but if you're pressed for time, here, enjoy this poignant parable tucked into the letter:
The structure reminds us of a timeless anecdote about two brothers who are bequeathed a vast estate. The older brother receives a 50.1% controlling stake and an instruction to keep the interests of his younger brother in mind. The younger brother receives a 49.9% minority stake and assurance that his older brother has been directed not to abuse his controlling position. Fast forward a few years, and you'll find the older brother living in a mansion and driving a Rolls-Royce while the younger brother lives in a shack and drives an old beat-up hatchback. Like the younger brother in that anecdote, we are similarly being asked to hope against hope that the meager minority protections negotiated by the Xerox Board of Directors will be sufficient to protect us against tyranny and abuse by our new controlling stockholder Fuji.
You're imagining Carl Icahn living in a shack and driving an old beat-up hatchback, aren't you?
And your eyes are welling with tears?
