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Esteemed members of Konica Minolta Group's Corporate Governance Committee:
We write regarding your pending acquisition of Danka Office Imaging (DOIC). We are longtime shareholders of DOIC's parent, Danka Business Systems PLC (the "Company").
Some of our members owned, through other entities, more than 1,400,000 shares of Company stock and $6,000,000 of subordinated debt from 2005 to 2007. Members of DCML also owned almost 500,000 shares of Company stock prior to the announcement of Konica Minolta's offer to buy DOIC. Today, we own in the aggregate, approximately 6% of the Company's common stock on a fully diluted basis
As shareholders of Danka, we are thankful for your recognition of DOIC's value, as represented by your acquisition offer. Unfortunately, we believe that you may not have appreciated the questionable manner in which Danka management has proposed to distribute the proceeds resulting from the sale of DOIC to Konica Minolta.
One could argue that the distribution of sale proceeds should not concern Konica Minolta, that such matters are not your responsibility after you have fulfilled your transaction obligations. As a legal matter, that is likely true. But because of your strong commitment to responsible corporate governance and to corporate ethics, we wish to bring to your attention the following facts and observations.
1. Danka's management and ...
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