NCR Prelim Tender Offer Totals 41.2M Shares

NCR Corp. said Monday (Dec. 14) that preliminary tender offerings of its common stock totaled 41.2 million shares, according to a statement by the company.

Under the terms of the offer, which expired last week, holders had the right to tender the shares under the terms of a Dutch auction at prices not less than $26 and not more than $29.50. The offer to buy was announced on Nov. 11 of this year.

Based on the preliminary tender offer, which was oversubscribed, the company said it expects to repurchase the bulk of the aforementioned share count, at 37.4 million shares, at a price of $26.75, and the total cost will be about $1 billion. This is roughly 22 percent of the total shares outstanding as of just before the announcement in November.

As is typical with such offerings, results are subject to change, though significant swings are unlikely given the fact that the bulk has been tendered.

As was reported last month, NCR has long been moving about across different strategies and suitors. Private equity firm Blackstone Group LP was gunning for the firm, ostensibly for a wholesale takeout, before abandoning a bid for the company and looking instead for a mid-teens equity stake. In tandem with that news, NCR announced a $1 billion buyback (hence the tender offer). Strategically speaking, the company has been moving beyond hardware to embrace both software and mobile payments and kiosks, with a nod to the need to create solutions that are not ATM-dependent. The buyback and Blackstone rumors swarmed in the wake of other “pullouts” from private equity firms that also included leveraged buyout options, yet the $3 billion in debt on the ATM manufacturer’s books proved to be a powerful deterrent.

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