NCR Completes Acquisition of Radiant Systems
25 8월 2011 - 6:02AM
Business Wire
NCR Corporation (NYSE: NCR) today announced that it has
completed its acquisition of Radiant Systems, Inc. (NASDAQ: RADS)
through a merger, with Radiant becoming a wholly owned subsidiary
of NCR.
“This acquisition is another demonstration of NCR’s strategy to
expand into high-margin adjacencies and new industry segments, and
is a major milestone towards the realization of our long-term
business goals,” said NCR Chairman and CEO Bill Nuti. “Combining
NCR’s global footprint and services capabilities with Radiant’s
advanced software and strong channel partner network will create a
superior portfolio of multi-channel solutions and bring new value
to customers, while accelerating long-term growth.”
Prior to the merger, NCR acquired approximately 87 percent of
Radiant’s outstanding shares (including all shares subject to
guarantees of delivery) in connection with its previously announced
tender offer. NCR also exercised its option to purchase additional
shares of Radiant common stock that resulted in NCR owning one
share more than 90 percent of the outstanding shares of Radiant, in
order for NCR to perform a “short form” merger under Georgia
law.
The aggregate value of the transaction totaled approximately
$1.2 billion, excluding costs associated with the repayment of
Radiant’s outstanding debt and fees related to the transaction.
With the completion of the acquisition, Radiant’s common stock
ceased to trade on the NASDAQ Global Select Market following market
close today and will be delisted.
J.P. Morgan Securities LLC and Atlas Strategic Advisors, LLC
acted as financial advisors and Womble Carlyle Sandridge &
Rice, PLLC provided legal advice to NCR. Jefferies &
Company, Inc. and SunTrust Robinson Humphrey, Inc. acted as
financial advisors and DLA Piper LLP (US) provided legal advice to
Radiant.
Note to investors - This news release contains
forward-looking statements, including statements as to anticipated
or expected results, beliefs, opinions and future financial
performance, within the meaning of Section 21E of the
Securities and Exchange Act of 1934. Forward-looking statements
include projections of revenue, profit growth and other financial
items and future economic performance, among other things. These
forward-looking statements are based on current expectations and
assumptions and involve risks and uncertainties that could cause
NCR’s actual results to differ materially. In addition to the
factors discussed in this release, other risks and uncertainties
include those relating to: the uncertain economic climate, which
could impact the ability of our customers to make capital
expenditures, thereby affecting their ability to purchase our
products, and consolidation in the financial services sector, which
could impact our business by reducing our customer base; the timely
development, production or acquisition and market acceptance of new
and existing products and services (such as self-service
technologies), including our ability to accelerate market
acceptance of new products and services; shifts in market demands,
continued competitive factors and pricing pressures and their
impact on our ability to improve gross margins and profitability,
especially in our more mature offerings; the effect of currency
translation; short product cycles, rapidly changing technologies
and maintaining a competitive leadership position with respect to
our solution offerings; tax rates; ability to execute our business
and reengineering plans; turnover of workforce and the ability to
attract and retain skilled employees, especially in light of
continued cost-control measures being taken by the company;
availability and successful exploitation of new acquisition and
alliance opportunities; access to DVD inventory and the conversion
to, and market adoption of, alternative methods of entertainment
content delivery; changes in Generally Accepted Accounting
Principles (GAAP) and the resulting impact, if any, on the
company’s accounting policies; continued efforts to establish and
maintain best-in-class internal information technology and control
systems; the success of our pension strategy; compliance with
requirements relating to data privacy and protection; expected
benefits related to the acquisition of Radiant Systems, Inc.
(“Radiant”) not materializing as expected; NCR and Radiant being
unable to successfully implement integration strategies; and other
factors detailed from time to time in the company’s U.S. Securities
and Exchange Commission reports and the company’s annual reports to
stockholders. The company does not undertake any obligation to
publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise.
About NCR Corporation
NCR Corporation (NYSE: NCR) is a global technology company
leading how the world connects, interacts and transacts with
business. NCR’s assisted- and self-service solutions and
comprehensive support services address the needs of retail,
financial, travel, healthcare, hospitality, entertainment, gaming,
public sector, telecom carrier and equipment organizations in more
than 100 countries. NCR (www.ncr.com) is headquartered in Duluth,
Georgia.
NCR is a trademark of NCR Corporation in the United States and
other countries.
Radiant Systems, Inc. (MM) (NASDAQ:RADS)
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Radiant Systems, Inc. (MM) (NASDAQ:RADS)
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