– Green light for public offer for 38.98 EUR in cash plus 0.434 Diebold shares per Wincor Nixdorf share
– merger has yet to be approved under competition law and is expected to be completed by summer 2016 be
North Canton, Ohio (ots / PRNewswire) – Diebold, Incorporated (NYSE: DBD), a leading global provider of self-service solutions, services and software designed specifically for the financial sector, today announced that according to initial information from Clearstream, an international settlement and custody organization, Diebold an acceptance rate of 68.9 percent of Wincor Nixdorf shares (FWB: WIN, ISIN: DE000A0CAYB2) has reached to fulfill the purpose, the minimum tender conditions of the tender proposal (as 13:00 CET). On this basis, and subject to a final examination, the voluntary public takeover offer for all par value bearer shares of Wincor Nixdorf, the minimum acceptance level of 67.6 percent of all existing Wincor Nixdorf shares (including Wincor Nixdorf treasury shares held) has successfully achieved. The offer acceptance period ended at 00.00 (Central European Time) on Tuesday, 22 March 2016. Diebold is the final results of the acceptance period is expected to publish on 29 March 2016th The offer has yet to be approved under competition law and should be completed by the summer of 2016
Logo -. Http://photos.prnewswire.com/prnh/20080725/DIEBOLDLOGO
According to German takeover Act (WpÜG) can Wincor Nixdorf shareholders who have not tendered their shares, accept the offer still by tender their shares during the extended acceptance period is expected to start on March 30, 2016 and on April 12, 2016 ends at midnight (Central European summer time). Recall rights for this offer is expired. Shareholders in Europe can also contact with questions about the takeover bid under the number 00 800 3816 3816 to Georgeson, Inc.. Banks and brokers should call the number +44 (0) 207 019 7003. For more information, see http://www.diebold.com/DieboldWincor
About Diebold
Diebold, Incorporated. (NYSE: DBD), provides the technology, software and services that enable people around the world access to their money – by creating a convenient, secure and efficient connection between the real and the digital world of money. Diebold has developed into a leading supplier of innovative self-service technology, safety and other services for finance, commercial, retail trade and other markets since its founding 1859th
Diebold employs approximately 15,000 people worldwide and has headquartered near Canton (Ohio, USA). Visit Diebold on www.diebold.com or on Twitter:. Http://twitter.com/DieboldInc
IMPORTANT INFORMATION FOR INVESTORS AND SHAREHOLDERS
In connection with the proposed business combination has Diebold with the securities and Exchange Commission (US securities and Exchange Commission “SEC”) filed a registration statement using the form S-4, which was declared on 5 February 2016 the SEC for effective and a prospectus of Diebold contains, which can be used in connection with the offer. In addition, the German Federal Financial Supervisory Authority ( “BaFin”) has approved the publication of the German offer document in connection with the offer on 4 February 2016th Diebold has issued the German Offer Document on 5 February 2016th
INVESTORS AND STOCKHOLDERS ARE EXPRESSLY INDICATED THE PROSPECTUS, THE OFFER DOCUMENT AND OTHER DOCUMENTS TO READ THE REGARDING THE PROPOSED BUSINESS COMBINATION AND THE OFFER WITH THE SEC OR THE BaFin SUBMITTED OR Diebold SITE www.diebold.com UNDER THE HEADING INVESTOR RELATIONS PUBLISHED OR BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION (BE). You can download free at www.sec.gov a copy of the prospectus, an English translation of the Offer Document and other related documents that Diebold has filed with the SEC, at the SEC’s website. The prospectus and other related documents can be downloaded for free on the website of Diebold at www.diebold.com under the heading Investor Relations. You can download a copy of the offer document on the website of the BaFin www.bafin.de and together with an English translation of the offer document on the website of Diebold at www.diebold.com under the heading Investor Relations. Furthermore, you can download a free copy of the offer document with the German Aktiengesellschaft, Taunusanlage 12, 60325 Frankfurt am Main, Germany, received (also available via e-mail to dct.tender-offers@db.com or by fax to +49 69 910 38794th
This document constitutes neither an offer to purchase nor a solicitation of an offer to sell Wincor Nixdorf or Diebold shares. the final terms and further the public tender offer will be in the on February 5, 2016, published the offer document and communicated in other filings with the SEC already or in future filings. investors and holders of Wincor Nixdorf shares or instruments giving the right to direct or indirect acquisitions of Wincor Nixdorf shares is strongly recommended that the prospectus, the offer document and all documents to read any such documents, because these documents contain important information relating to the public offer.
Except in the way of a prospectus which meets the requirements of section 10 of the US securities Act (US Securities Act) of 1933 met in the current version, and a German offer document that meets the applicable European regulations, including the German Securities Acquisition and Takeover Act and the German Securities Prospectus Act, is performed no offer of securities. Apart from exceptions, which must be approved by the relevant competent regulatory authorities, or certain festzustellenden facts is the public offer, directly or indirectly, in or into any jurisdiction where this would constitute a violation of the laws of the relevant jurisdiction, or by the use by mail or by any other means or instrumentality (including, without limitation, facsimile transmission, telephone and the internet) of interstate or foreign commerce, nor any facilities of a national securities exchange of the relevant jurisdiction, carried out.
WARNING CONCERNING FORWARD-LOOKING STATEMENTS
Certain statements in this release regarding matters which are not historical facts, are forward-looking statements (according to the US “private Securities Litigation reform Act” of 1995). These include statements of management to intentions, plans, beliefs, expectations or projections about the future including, but not limited to this, planned business combination with Wincor Nixdorf and the offer. Such forward-looking statements are based on current expectations of Diebold and involve risks and uncertainties; Therefore, actual results may differ materially from those expressed or implied by the statements. Such forward-looking statements include statements regarding the business combination and the bid, the probability of completion of the transaction and the effects of any transaction on the business and financial condition of Diebold or Wincor Nixdorf, including synergies, pro forma revenues, targeted operating margin, the ratio of net debt to EBITDA, profit growth and other financial or operational measures. Forward-looking statements by their nature involve risks and uncertainties, as they are based on events and depend on circumstances that may occur in the future or may not occur. Forward-looking statements are not guarantees of future developments and actual operating results, financial condition and liquidity, also can promote the development of the industries in which Diebold and Wincor Nixdorf are active differ materially from the statements made in the forward-looking statements in this document or otherwise suggested will. Risks and uncertainties relating to the proposed business combination between Diebold and Wincor Nixdorf also include, but are not limited to, the expected time of occurrence and likelihood of completion of the proposed business combination, including the timing, receipt and terms of any necessary government and regulatory approvals of the proposed business combination what diminish the expected benefits or the parties could persuade not to carry out or suspend the transaction, the ability of the successful business integration, the entry of any event, change or other circumstances that give rise to the termination of the Business Combination Agreement or the proposed offer could, the risk that the parties are not willing or able to the terms of the proposed business combination or the proposed offer to meet on time or at all, the risks in terms of time spent under the proposed business combination time, in which the management is dedicated to the ongoing business the risk, according to which any messages related to the proposed merger could have a negative impact on the market price of the ordinary shares of Diebold and the risk that the proposed transaction or the possible notification of such transaction could have a negative effect on the ability of Diebold, to keep their key personnel or to cease to maintain relationships with suppliers, and on the results of operations and business in general. These and other risks associated with the proposed business combination will be covered in more detail in the prospectus, which are annexed to the German Offer Document as Annex 4 and was filed with the SEC. Any additional risks and uncertainties are referred to in documents from Diebold and treated, which has been filed with the SEC and on the SEC’s website are available at www.sec.gov. Any forward-looking statements speak only for the date of issue of this document. Neither Diebold nor Wincor Nixdorf assumes any obligation to publicly update or revise any forward-looking statements, regardless of new information, future events or otherwise, unless there is a legal obligation
Contact:.
Media Relations – Mike Jacobsen
April
+1 330 490 3796
michael.jacobsen@diebold.com
or Felix Morlock Brunswick Group (Germany) +49 69 2400 5510 fmorlock@brunswickgroup.com
or Cindy Leggett-Flynn Brunswick Group (USA) +1212333 3810 clf@brunswickgroup.com
or Investor Relations – Steve Virostek +1 330 490 6319 stephen.virostek@diebold.com
Press portal Newsroom:. Diebold Inc
No comments:
Post a Comment