Ncr Voyix Corporation · NYSE:VYX

Ncr Voyix — NCR — Merger or Acquisition (November 2015)

10 slides from Ncr Voyix's merger presentation, Nov 12, 2015

  1. Slide 1: NCR Forms Strategic Partnership with Blackstone

    NCR Forms STRATEGIC PARTNERSHIP WITH BLACKSTONE November 12, 2015 Exhibit 99.2

  2. Slide 2: Forward-Looking Statements

    FORWARD-LOOKING STATEMENTS Comments made during this conference call and in these materials contain forward-looking statements. Forward-looking statements use words such as “expect,” “anticipate,” “outlook,” “intend,” “believe,” “will,” “should,” “would,” “could” and words of similar meaning. Statem

  3. Slide 3: Important Information

    IMPORTANT INFORMATION These materials are for informational purposes only and are not an offer to buy or the solicitation of an offer to sell any securities of NCR. The tender offer described during this conference call and in these materials has not yet commenced, and there can be no assurances tha

  4. Slide 4: Overview

    Overview NCR Board has completed a thorough review of alternatives aimed at maximizing value Determined execution of strategic plan is best way to build long-term shareholder value Strategic partnership with Blackstone will enable NCR to accelerate its transformation $820 million equity investment f

  5. Slide 5: Blackstone investment terms

    Blackstone investment terms Purchasing $820 million of perpetual convertible preferred shares Conversion price of $30.00, represents an 18% premium to the 30-day volume-weighted average price 5.5% preferred dividend per annum; payable in kind for first four years following issuance On an as-converte

  6. Slide 6: Share Repurchase terms

    SHARE Repurchase terms Up to $1 billion of common shares through a modified “Dutch Auction” tender offer Expected to commence November 13, 2015 at an expected price range between $26.00 and $29.50 per share Funded with 100% of the Blackstone investment, and from cash and revolving facilities No mini

  7. Slide 7: NCR's Corporate Transformation

    NCR’s Corporate Transformation What we have done Current environment Positioned for the future Strong execution of corporate plan demonstrated by results Successful business model shift, increasing gross and NPOI margins and growing recurring revenue Integration of several transformative M&A transac

  8. Slide 8: NCR-Blackstone areas of focus

    NCR-Blackstone areas of focus SOFTWARE AND SERVICES Further reallocation of resources toward software development and selling capabilities Leverage software development expertise and best practices across business lines Drive services productivity, customer satisfaction and higher margins Margin IMP

  9. Slide 9: Capital structure well positioned for growth

    Capital structure WELL positioned for GROWTH Investment treated as mezzanine equity on NCR's balance sheet Included in EPS on an as-if converted basis; mildly accretive to 2016 EPS Enables NCR to maintain a solid credit profile PIK preferred dividend supports strong free cash flow generation Maintai

  10. Slide 10: Summary

    Summary Blackstone investment will accelerate strategic transformation Investment reflects confidence in NCR’s long-term value-creation potential, management team and business strategy Board additions to provide valuable insight to the Company Return capital to shareholders through a share repurchas

NCR — Merger or Acquisition (November 2015) on 6ix