HP has rejected another takeover offer from Xerox, for $35 billion, claiming that it undervalues the company.

“Our message to HP shareholders is clear: The Xerox offer undervalues HP and disproportionately benefits Xerox shareholders at the expense of HP shareholders,” HP chairman Chip Bergh said in a prepared statement. “The Xerox offer would leave our shareholders with an investment in a combined company that is burdened with an irresponsible level of debt and which would subsequently require unrealistic, unachievable synergies that would jeopardize the entire company.”

Xerox announced its intention to acquire HP in November, and it said it would go the hostile route if a deal couldn’t be reached. Its initial offer for HP was $33.5 billion, so it hasn’t really moved the needle too much on price over the past several months.

Xerox not coincidentally also sold its 25 percent stake in Fuji Xerox after investor activism scuttled a deal between the two companies. So HP is plan B, and the firm is believed to want HP mostly for its printer business. But HP is also the second-biggest PC maker in the world.

“At HP, we’re creating value, not risk,” HP president and CEO Enrique Lores says. “HP is a trusted brand with a strong track record of value creation and we’re executing a clear plan that will drive significant earnings growth. We’re well-positioned in our categories, aggressively attacking costs and pursuing the most value-creating path for our shareholders.”

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