Diebold And Wincor Nixdorf to Combine

Diebold, the American ATM manufacturer and financial software, said on Monday that it had agreed to acquire Wincor Nixdorf, the German provider of information technology services to the financial industry and retailers, in a cash-and-share deal.

The transaction valued Wincor Nixdorf at 1.7 billion euros, or about $1.8 billion, including debt. It would create the world’s largest maker of A.T.M.s and extend the reach of the two companies: Diebold is strong in the Americas, and Wincor Nixdorf is strong in Europe.

Under the terms of the deal, Diebold said it would pay about €52.50 a share for Wincor Nixdorf in cash and stock, representing a 35 percent premium over Wincor Nixdorf’s closing price in mid-October, when the companies confirmed they were in talks.

The combined company would have had pro forma revenue of about $5.2 billion for the 12 months ended Sept. 30. That would exclude revenue from Diebold’s North America electronic security business, which it recently agreed to divest.

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“Our new company will be well positioned for growth in high-value services and software — particularly in the areas of managed services, branch automation, mobile and omnichannel solutions — across a broader customer base,” Andy W. Mattes, the Diebold president and chief executive, said in a news release.

Mr. Mattes would serve as chief executive of the combined company, while Eckard Heidloff, the Wincor Nixdorf chief executive, would be its president.

The transaction requires Wincor Nixdorf’s investors to agree to sell at least 67.6 percent of the company’s outstanding shares to Diebold and is subject to regulatory approval.

Diebold would pay €39.98 in cash and 0.434 Diebold shares for each share of Wincor Nixdorf.

The company would be called Diebold Nixdorf and have its registered offices in North Canton, Ohio. It would have headquarters in North Canton and in Paderborn, Germany.

The company would list its shares in New York and Frankfurt.

After the completion of the deal, the companies said they would expect to achieve about $160 million in annual cost savings.

Author: Jason Williams

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