NCR Board of Directors Announces Tim Oliver
and David Wilkinson as CEO-Designates
NCR Corporation (NYSE: NCR), a leading enterprise technology
provider to banks, retailers and restaurants, announced as part of
its first quarter 2023 financial results today that significant
progress continues to be made against its previously-announced plan
to separate into two independent, publicly-traded companies,
expected in the fourth quarter of 2023. NCR's first quarter 2023
financial results demonstrate the strength of its business,
reinforced by the company’s ability to deliver continued
back-to-back quarter performance in parallel with separation
activities.
NCR’s Board of Directors is pleased to announce NCR’s current
Senior Executive Vice President and Chief Financial Officer, Tim
Oliver, and David Wilkinson – Executive Vice President and
President of the NCR Commerce business – have been named as
CEO-designates for SpinCo and RemainCo (company names yet to be
determined), respectively. Additional leadership team appointments
are expected to follow in the weeks and months to come.
“This Board has had the pleasure of watching Tim and David in
action for some time, and we are unanimous in our belief that they
are the right leaders to take these two industry-leading,
technology-driven companies forward,” said Joseph Reece, Chairman
of the NCR Board of Directors. “Tim and David have the acumen and
deep experience necessary to successfully drive shareholder value
while ensuring our customers and employees continue to be at the
center of all we do.”
“I am pleased these exceptional, experienced and proven NCR
leaders will take our customer-focused, as a service businesses to
the next chapter,” said NCR CEO Michael D. Hayford. “I look forward
to working with Tim and David to execute a smooth and effective
transition as the companies take their final form.”
Oliver and Wilkinson will continue to work with NCR leadership
as they serve in their current roles while simultaneously building
out each company’s leadership team. Since announcing its intention
to separate in September 2022, NCR has generated and continues to
generate cash flow to support its plan to reduce debt ahead of the
separation. The company has begun the work necessary to re-launch
and name each company as a separate and unique business this fall.
NCR will continue to evaluate all opportunities for shareholder
value creation through the date of the separation.
CEO Designates
Oliver, 55, will serve as Chief Executive Officer of SpinCo,
which is expected to be a cash-generative business positioned to
focus on delivering strategic solutions including ATM as a Service
to a large, installed customer base across banks and retailers.
SpinCo will build on NCR’s position in self-service banking, ATM
network innovations and managed services to meet global demand for
ATM access and leverage new ATM transaction types, including
digital currency solutions, to drive market growth. The company
will also continue shifting to a highly recurring revenue model to
drive stable cash flow and capital returns to shareholders.
“I am honored to become CEO-designate of SpinCo,” said Oliver.
“With our unparalleled capability in self-service banking, combined
with ATM as a Service and other innovative ATM network offerings, I
see a very bright future for this business.”
Oliver is currently NCR’s Senior Executive Vice President and
Chief Financial Officer. Before joining NCR, Oliver was the Chief
Financial Officer of Springs Window Fashions, where he was
responsible for the company's overall financial strategy. He
previously held chief financial officer and other senior-level
finance positions with Goldstein Group, MEMC, Metavante
Technologies, Rockwell Automation, and Raytheon. Tim started his
career in operational Finance at Allied Signal and was a bond
trader at Bear Stearns & Co. He is chairman of the board for
NCR Foundation, board member and past chair of the St. Louis
Children’s Hospital Foundation, and board member of the St. Louis
AAA Blues Hockey.
Wilkinson, 50, will serve as Chief Executive Officer of
RemainCo. The company will leverage a software-led model to
continue transforming, connecting and running global retail,
hospitality and digital banking for its customers. The company will
also reinvest in the business to accelerate growth and recurring
revenue.
“I am humbled by the Board’s decision to designate me as CEO of
RemainCo. I look forward to further building our strong position in
retail, hospitality and digital banking technology,” said
Wilkinson. “I am honored to work alongside my NCR colleagues to
accelerate and grow this business.”
Wilkinson, currently Executive Vice President and President of
NCR Commerce, is responsible for creating and executing NCR’s
overall vision and strategy for the retail and hospitality
industries. Prior to joining NCR, Wilkinson held various leadership
positions at leading IT and telecom firms including Avaya, Nortel
and Verizon. In addition to his current duties, he is also a member
of the Board of Trustees for the NCR Foundation, a board member for
Junior Achievement of Georgia and serves on the board of directors
of the National Retail Federation.
About NCR Corporation
NCR Corporation (NYSE: NCR) is a leader in transforming,
connecting and running technology platforms for self-directed
banking, stores and restaurants. NCR is headquartered in Atlanta,
Georgia, with 35,000 employees globally. NCR is a trademark of NCR
Corporation in the United States and other countries.
Web site: www.ncr.com Twitter: @NCRCorporation Facebook:
www.facebook.com/ncrcorp LinkedIn:
www.linkedin.com/company/ncr-corporation YouTube:
www.youtube.com/user/ncrcorporation
Cautionary Statements
This release contains “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended,
pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995 (the “Act”). Forward-looking
statements use words such as “expect,” “anticipate,” “outlook,”
“intend,” “plan,” “confident,” “believe,” “will,” “should,”
“would,” “potential,” “positioning,” “proposed,” “planned,”
“objective,” “likely,” “could,” “may,” and words of similar
meaning, as well as other words or expressions referencing future
events, conditions or circumstances. We intend these
forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements contained in the Act.
Statements that describe or relate to NCR’s plans, goals,
intentions, strategies, or financial outlook, and statements that
do not relate to historical or current fact, are examples of
forward-looking statements. Examples of forward-looking statements
in this release include, without limitation, statements regarding:
our expectations of demand for our solutions and execution, and the
impact thereof on our financial results in 2023; NCR’s focus on
advancing our strategic growth initiatives and transforming NCR
into a software-led as-a-service company with a higher mix of
recurring revenue streams; our expectations of NCR's ability to
deliver increased value to customers and stockholders; statements
regarding the planned separation of NCR into two separate
companies, including, but not limited to, statements regarding the
anticipated timing and structure of such planned transaction, the
future commercial or financial performance of the commerce company
or the ATM company following such planned transaction, value
creation and ability to innovate and drive growth generally as a
result of such transaction, and the expected capital structure, net
debt and pension obligations of the companies at the time of and
following the transaction. Forward-looking statements are based on
our current beliefs, expectations and assumptions, which may not
prove to be accurate, and involve a number of known and unknown
risks and uncertainties, many of which are out of NCR’s control.
Forward-looking statements are not guarantees of future
performance, and there are a number of important factors that could
cause actual outcomes and results to differ materially from the
results contemplated by such forward-looking statements, including
those factors relating to:
- Strategy and Technology: transforming our business model;
development and introduction of new solutions; competition in the
technology industry; integration of acquisitions and management of
alliance activities; our multinational operations;
- Business Operations: domestic and global economic and credit
conditions; risks and uncertainties from the payments-related
business and industry; disruptions in our data center hosting and
public cloud facilities; retention and attraction of key employees;
defects, errors, installation difficulties or development delays;
failure of third-party suppliers; a major natural disaster or
catastrophic event, including the impact of the coronavirus
(COVID-19) pandemic and geopolitical and macroeconomic challenges;
environmental exposures from historical and ongoing manufacturing
activities; and climate change;
- Data Privacy & Security: impact of data protection,
cybersecurity and data privacy including any related issues,
including the April 2023 ransomware incident;
- Finance and Accounting: our level of indebtedness; the terms
governing our indebtedness; incurrence of additional debt or
similar liabilities or obligations; access or renewal of financing
sources; our cash flow sufficiency to service our indebtedness;
interest rate risks; the terms governing our trade receivables
facility; the impact of certain changes in control relating to
acceleration of our indebtedness, our obligations under other
financing arrangements, or required repurchase of our senior
unsecured notes; any lowering or withdrawal of the ratings assigned
to our debt securities by rating agencies; our pension liabilities;
and write down of the value of certain significant assets;
- Law and Compliance: allegations or claims by third parties that
our products or services infringe on intellectual property rights
of others, including claims against our customers and claims by our
customers to defend and indemnify them with respect to such claims;
protection of our intellectual property; changes to our tax rates
and additional income tax liabilities; uncertainties regarding
regulations, lawsuits and other related matters; and changes to
cryptocurrency regulations;
- Governance: impact of the terms of our Series A Convertible
Preferred (“Series A”) Stock relating to voting power, share
dilution and market price of our common stock; rights, preferences
and privileges of Series A stockholders compared to the rights of
our common stockholders; and actions or proposals from stockholders
that do not align with our business strategies or the interests of
our other stockholders;
- Planned Separation: an unexpected failure to complete, or
unexpected delays in completing, the necessary actions for the
planned separation, or to obtain the necessary approvals or third
party consents to complete these actions; that the potential
strategic benefits, synergies or opportunities expected from the
separation may not be realized or may take longer to realize than
expected; costs of implementation of the separation and any changes
to the configuration of businesses included in the separation if
implemented; the potential inability to access or reduced access to
the capital markets or increased cost of borrowings, including as a
result of a credit rating downgrade; the potential adverse
reactions to the planned separation by customers, suppliers,
strategic partners or key personnel and potential difficulties in
maintaining relationships with such persons and risks associated
with third party contracts containing consent and/or other
provisions that may be triggered by the planned separation; the
risk that any newly formed entity to house the commerce or ATM
business would have no credit rating and may not have access to the
capital markets on acceptable terms; unforeseen tax liabilities or
changes in tax law; requests or requirements of governmental
authorities related to certain existing liabilities; and the
ability to obtain or consummate financing or refinancing related to
the transaction upon acceptable terms or at all.
Should one or more of these risks or uncertainties materialize,
or should underlying assumptions prove incorrect, actual results
may vary materially from those set forth in the forward-looking
statements. There can be no guarantee that the planned separation
will be completed in the expected form or within the expected time
frame or at all. Nor can there be any guarantee that the commerce
business and ATM business after a separation will be able to
realize any of the potential strategic benefits, synergies or
opportunities as a result of these actions. Neither can there be
any guarantee that shareholders will achieve any particular level
of shareholder returns. Nor can there be any guarantee that the
planned separation will enhance value for shareholders, or that NCR
or any of its divisions, or separate commerce and ATM business,
will be commercially successful in the future, or achieve any
particular credit rating or financial results. Additional
information concerning these and other factors can be found in the
Company’s filings with the U.S. Securities and Exchange Commission,
including the Company’s most recent annual report on Form 10-K,
quarterly reports on Form 10-Q and current reports on Form 8-K. Any
forward-looking statement speaks only as of the date on which it is
made. 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, except as
required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20230504006060/en/
Media Contact Scott Sykes NCR Corporation
scott.sykes@ncr.com
Investor Contact Michael Nelson NCR Corporation 678-808-6995
michael.nelson@ncr.com
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