NCR has reached an agreement for an $820 million investment from private equity giant Blackstone Group, which it will use to fund a $1 billion stock buyback.
The investment will also "accelerate" NCR's overall plan to transform itself from a reliance on ATM and other hardware, into a software and services provider, the Duluth, Ga., company said in a news release.
NCR will expand its board by two members and add two Blackstone employees, Senior Managing Director Chinh Chu and Managing Director Greg Blank, to the board. NCR said Chu and Blank's background in technology will help its transformation. Chu is also a director of semiconductor manufacturer Freescale and the software maker Kronos; Blank is a director of the tech companies Ipreo, Optiv and Kronos.
"NCR has made tremendous progress removing legacy barriers to growth," Chu said in the release.
Blackstone will acquire $820 million in convertible perpetual preferred stock. The shares are convertible into NCR common stock at $30 per share, an 18% premium to NCR's 30-day volume-weighted average share price as of Nov. 11. The investment represents 17% of NCR's outstanding shares, on an as-converted basis, based on certain conditions.
Blackstone will also receive a 5.5% dividend for four years.
NCR plans to repurchase up to $1 billion of its common stock, for between $26 and $29.50 per share, starting on Friday. In addition to the Blackstone investment, NCR will fund the buyback with cash on hand and existing revolving credit facilities.
NCR had been rumored as a buyout target of Blackstone and Carlyle Group this summer.
JPMorgan Chase, Atlas Strategic Advisors and Bank of America Merrill Lynch are financial advisers to NCR in the transaction. Cravath, Swaine & Moore is legal counsel. Citigroup, Goldman Sachs and RBC Capital Markets are financial advisers to Blackstone. Kirkland & Ellis is legal counsel.