Upon closing of the transaction, the combined entity is anticipated to achieve operating cost synergies of $100-$120m by the end of next year
NCR Corporation has agreed to acquire ATM operator Cardtronics in an all-cash transaction valued at about $2.5bn, including debt.
The boards of directors of NCR and Cardtronics have approved the deal.
Earlier this month, NCR offered to acquire all the shares of Cardtronics for $39 per share.
Upon closing of the transaction, the combined entity is anticipated to achieve operating cost synergies of $100-$120m by the end of next year.
NCR is planning to fund the transaction with cash on hand and fully committed financing from Bank of America.
The transaction is expected to be accretive to NCR’s earnings in the first full year upon closing.
NCR president and CEO Michael Hayford said: “This transaction accelerates the NCR-as-a-Service strategy we laid out at Investor Day in December, further shifts NCR’s revenue mix to software, services and recurring revenue, and adds value for our customers.
“We have had a long-standing relationship with Cardtronics and its outstanding team. Its Allpoint network is highly complementary to NCR’s payments platform, and the combined company will be able to seamlessly connect retail and banking customers. Simply put, we are better together.”
The transaction is anticipated to be completed in mid-2021, subject to receipt of regulatory approvals and satisfaction of customary closing conditions, including approval by shareholders of Cardtronics.
Once the transaction is closed, Cardtronics will become a privately held company and the common shares of Cardtronics will no longer be listed on any public market.
Cardtronics CEO Edward West said: “We are pleased to announce this compelling transaction, which will deliver superior value to our shareholders.
“This is a testament to the strength and value of Cardtronics, our talented team and customer base, and the complementary nature of our two businesses.
“Our Board determined that this transaction, which follows a comprehensive process and review of alternatives, is in the best interest of Cardtronics and our shareholders.”
BofA Securities is acting as a financial advisor to NCR on the transaction and Skadden, Arps, Slate, Meagher & Flom is serving as legal counsel.
Goldman Sachs is serving as a financial advisor to Cardtronics on the transaction, and Weil, Gotshal & Manges and Ashurst are acting as legal counsel.