June 10, 2024

Willkie advised the Special Transaction Committee of Conduent Incorporated’s (Nasdaq: CNDT) board of directors in connection with the company’s repurchase of approximately $132 million in shares from Carl C. Icahn. 

On June 10, Conduent, a global technology-led business solutions and services company, announced that it entered into and consummated a share purchase agreement to repurchase all of the shares of the company’s common stock beneficially owned by Carl C. Icahn through certain of his affiliates at a purchase price of $3.47 per share. The aggregate purchase price for the repurchase is approximately $132 million.

The transaction was unanimously recommended to Conduent’s board of directors by the Special Transaction Committee. Following the purchase, the Icahn parties no longer hold any Conduent common shares, and three Icahn representatives resigned from the Conduent board.

The Willkie team was led by partners Russell Leaf and Jared Fertman and included partner Jonathan Zane and associate Andrew Lefkowitz.