Diebold And Wincor Nixdorf To Combine, Creating Premier Self-Service Company For Financial And Retail Markets

• Companies have entered into a business combination agreement in which Diebold will launch a voluntary public tender offer for all of Wincor Nixdorf’s outstanding shares.
• Brings together leading global innovators in banking and retail technologies in rapidly transforming industries.
• Combined company will deliver fully integrated and transformative solutions in value-added services, branch automation and omnichannel experiences.
• Both companies share a common strategic focus on growing services and software, and have highly complementary offerings, geographic presence and customer bases.
• Diebold will offer Wincor Nixdorf shareholders €38.98 in cash plus 0.434 Diebold common shares per Wincor Nixdorf share.
• Transaction values Wincor Nixdorf, including net debt, at approximately $1.8 billion, or €1.7 billion.
• Transaction expected to yield approximately $160 million of annual cost synergies, and the combined company will target non-GAAP operating margin in excess of 9 percent by the end of the third full year following completion of the transaction.

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