Ncr Voyix Corporation · NYSE:VYX
Ncr Voyix — NCR — Merger or Acquisition (December 2013)
23 slides from Ncr Voyix's merger presentation, Dec 2, 2013
Slide 1: Acquisitions of Digital Insight & Alaric Systems
ACQUISITIONS OF DIGITAL INSIGHT & ALARIC SYSTEMS December 2, 2013 Bill Nuti Chairman & CEO John Bruno EVP Bob Fishman CFO
Slide 2: Note to Investors
NOTE TO INVESTORS Comments made during this conference call and in these related presentation materials may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements use words such as “seek,” “potential,” “expect,” “stri
Slide 3: Executing Reinvention Strategy
3 EXECUTING REINVENTION STRATEGY Global leader in consumer transaction technologies
Slide 4: Strategic rationale of today's announcement
Strategic rationale of today’s announcement Continues strategy of moving into fast-growth, high-margin, software-centric businesses o Upon closing , PF NCR will have ~$1.1B in annual software revenue, of which $460M is SaaS o Adds PF ~$315M of high-margin, recurring revenues (2) Increases NCR’s
Slide 5: Megatrends Informing Our Strategic Execution
5 The Future of Mobile and Mobile Payments According to a recent Nielsen survey, consumer comfort with mobile payments is on the rise: 34% with internet enabled phones have purchased a product using this device. 58% say that they will spend as much as they have already, if not more using their m
Slide 6: NCR: Uniquely Positioned at the Intersection of Business Model Innovation
6 MEGATREND Connectivity MEGATREND Mobility MEGATREND Cloud / SaaS MEGATREND eCommerce MEGATREND Personalization MEGATREND Payment Models NCR: UNIQUELY POSITIONED At the intersection of business model innovation Mobile Online Social Tablet mPoS Kiosk Cash Check Credit / Debit Loyalty Promotions Omni
Slide 7: Acquisition of Digital Insight Overview
ACQUISITION OF DIGITAL INSIGHT Overview Attractive North American Market(1) Leading U.S.-based SaaS provider of customer-facing digital banking software to financial institutions across the U.S. Provides a digital banking platform that can fully integrate with core banking systems Operates in
Slide 8: Digital Insight Solutions Overview
DIGITAL INSIGHT SOLUTIONS OVERVIEW Online Mobile Bill Pay Personal Financial Management Auxiliary Products Enables front end online banking – regular connection point with millions of consumers Description Platform with web, SMS and app-based banking / payments 55% of Digital Insight’s FI customers
Slide 9: Digital Insight
DIGITAL INSIGHT Increases NCR's ability to help customers accelerate the move to seamless digital channels Reduces legacy costs while creating solutions for new, more nimble branches Increases revenue per consumer for financial institutions Drives revenue synergies with cross-sell opportunities to b
Slide 10: Acquisition of Alaric Systems Overview
Alaric Systems Overview Attractive Global Market(1) ACQUISITION OF ALARIC SYSTEMS Payment switching and fraud detection software provider for ATM and POS transactions Sold to banks, payment processors, card networks and retailers – multi-year contracts Modern, flexible platform for financial s
Slide 11: NCR: Most Comprehensive Suite of Retail Banking Solutions
+ + = NCR: MOST COMPREHENSIVE SUITE OF RETAIL BANKING SOLUTIONS ATM Hardware and Software Branch Hardware and Software Digital Banking Check & Imaging Solutions Electronic Bill Payment and Presentment ATM Hardware and Software Branch Transformation Check & Imaging Solutions Personal Financial Manage
Slide 12: Customer Value Proposition
CUSTOMER VALUE PROPOSITION Business Objective NCR Capability Digital Insight Alaric Systems Increase revenue • Add new accounts by utilizing omni-channel platforms for account origination • Reduce consumer attrition by converging the digital and physical banking experience • Improve time to market f
Slide 13: NCR Consumer Experience Banking (CxB) Software
13 NCR CONSUMER EXPERIENCE BANKING (CxB) SOFTWARE Digital Insight and Alaric Systems enhance NCR’s existing capability, delivering the industry’s most powerful suite of transformative retail banking solutions
Slide 14: Transaction Overview
NCR to acquire Digital Insight from Thoma Bravo for $1.65B in cash Implies trailing transaction multiple of 15.7x on 7/31/13 Pro-Forma Adjusted EBITDA(1) of $105M o EV/EBITDA multiple consistent with prior NCR public acquisitions Transaction subject to regulatory approval and certain closing con
Slide 15: Financing the Digital Insight Transaction
15 FINANCING THE DIGITAL INSIGHT TRANSACTION Goal is to deliver strong operating performance while maintaining healthy credit profile NCR has obtained committed financing of $1.2B with remainder of purchase price covered through availability under NCR’s revolver and cash on hand Plan to raise addi
Slide 16: 2013 Pro-Forma Software & SaaS Revenues
16 2013E 2013 Pro-Forma $145 $460 (2) $725 - 775 $1,050 - 1,100 ($’s in Millions) 2013 PRO-FORMA SOFTWARE(1) & SAAS REVENUES (1) Software includes software, software as a service (SaaS) and software maintenance but excludes professional services associated with software delivery. (2) Includes NCR es
Slide 17: Acquisitions Further Software and Recurring Revenue Growth
17 ACQUISITIONS FURTHER SOFTWARE AND RECURRING REVENUE GROWTH Software(1) Recurring Revenue(3) 2012 2013E 2016E $560 $725 - $775 (1) Software includes software, software as a service (SaaS) and software maintenance but excludes professional services associated with software delivery. (2) Represents
Slide 18: Compelling Strategic Transactions
COMPELLING STRATEGIC TRANSACTIONS 18 Continues multi-year strategic plan to transform NCR’s three core lines of business o Permanently changes trajectory of NCR’s Financial Services business, much like Radiant and Retalix did for Hospitality and Retail businesses Demonstrates commitment to be th
Slide 19: Supplementary Non-GAAP Materials
SUPPLEMENTARY NON-GAAP MATERIALS
Slide 20: Non-GAAP Measures
Non-GAAP Measures While NCR reports its results in accordance with generally accepted accounting principles in the United States, or GAAP, certain materials presented during this conference call will include non-GAAP measures in an effort to provide additional useful information regarding NCR’s fina
Slide 21: Digital Insight: Income from Operations to Pro Forma Adjusted EBITDA
Digital Insight: Income from Operations (GAAP) to Pro Forma Adjusted EBITDA (non-GAAP) FY 2013 Income from Operations (GAAP) * $19 Depreciation and amortization 11 Standalone company cost structure adjustments ** 42 Employee related and other costs *** 32 Pro Forma Adjusted EBITDA (non-GAAP) $105 ($
Slide 22: NCR: Income from Operations to Adjusted EBITDA
NCR: Income from Operations (GAAP) to Adjusted EBITDA (non-GAAP) LTM 9.30.13 Income from Operations (GAAP) $485 Interest expense, net 82 Income tax expense 199 Depreciation and amortization 192 Stock-based compensation 47 Actuarial gain - pension 277 Amortization of actuarial loss - postretirement 3
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