Diebold Buys Wincor Nixdorf For $1.8B

The deal values the German ATM maker at a 35% premium to its mid-October share price.
Katie Kuehner-HebertNovember 23, 2015
Diebold Buys Wincor Nixdorf For $1.8B

On a day of big deals, Diebold on Monday said that it would buy German-based Wincor Nixdorf for $1.8 billion to create the world’s largest maker of automated teller machines.

“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,” Diebold’s president and chief executive Andy W. Mattes said in a press release.

The combined company would have a roughly 35% share of the global ATM market, with NCR in second place with an estimated share of 25%, analysts told Reuters.

4 Powerful Communication Strategies for Your Next Board Meeting

4 Powerful Communication Strategies for Your Next Board Meeting

This whitepaper outlines four powerful strategies to amplify board meeting conversations during a time of economic volatility. 

“Wincor Nixdorf has been looking for ways to secure its future as it suffers a weak retail banking market in Germany, deteriorating business in Russia and China, a sluggish recovery in European investment spending, and falling prices for ATMs,” Reuters wrote. “Its operating profit (EBITA) dropped 86% to 22 million euros in its 2014-15 financial year which ended in September as it restructured its business and cut jobs, and it paid no dividend for the year.”

The transaction is structured as a voluntary public tender offer for all of Wincor Nixdorf’s outstanding shares. Under the deal’s terms, Wincor Nixdorf shareholders would receive 38.98 euros in cash and 0.434 of a common Diebold share for each of their Wincor Nixdorf shares. The offer represents an implied value of 52.50 euros per Wincor Nixdorf share, a premium of about 35% over Wincor Nixdorf’s undisturbed share price.

Including debt, the offer values Wincor Nixdorf at 1.7 billion euros, or $1.8 billion. The deal, which is expected to yield at least $160 million in annual costs savings, would be subject to an acceptance rate of at least 67.6% of all Wincor shares.

The combined company had pro forma revenue of about $5.2 billion for the trailing 12
months ended Sept. 30, 2015, excluding revenue attributable to Diebold’s North America electronic security business, which it recently agreed to divest.