UPDATE: NCR to Acquire Retalix

Builds on integration of Radiant Systems into portfolio of retail solutions

DULUTH, Ga. & RA'ANANA, Israel -- NCR Corp. has announced an agreement for NCR to acquire Retalix Ltd., a leading global provider of retail software and services, for a cash purchase price of $30 per Retalix share, for a transaction value of approximately $650 million.

The addition of Retalix will strengthen NCR's global leadership position in the retail industry, and builds upon its successful integration of Radiant Systems into the NCR portfolio of solutions. NCR said that the acquisition demonstrates its commitment to its strategy and continued transformation to a hardware-enabled, software-driven business model, delivering solutions that materially improve business processes while enabling seamless consumer experiences across touch points, locations and channels.

The transaction is expected to accelerate NCR's corporate strategy by increasing the portfolio mix of higher-margin software and services.

"Retalix is a strong, strategic fit for NCR," said NCR chairman and CEO Bill Nuti. "Retalix's market-leading software and services capabilities will enhance NCR's retail solutions, creating a world-class portfolio of offerings. That innovation plus the addition of exceptional talent to our team positions NCR as the global leader in retail innovation."

Retalix's software and services are deployed in more 70,000 retail locations with more than 400,000 customer touchpoints in more than 50 countries that transact billions of dollars in annual sales across its platform. Retalix's strength with "blue-chip" retailers will be highly complementary to NCR, the companies said, and will enable additional sales opportunities across the combined installed base.

The acquisition will provide Retalix's customers with backing of a $5.3 billion leader and deep knowledge in retail and adjacent industries.

"I am very excited about today's announcement. Combining Retalix's impressive team and portfolio with NCR will create a powerful enterprise-class software platform capable of delivering a sustained competitive advantage in the retail industry," said Shuky Sheffer, CEO of Retalix. "Together, we will create a talent pool and solutions portfolio that will be richer than anything available before, enabling our customers to deliver a superior omni-channel shopping experience."

NCR also expects to use Retalix's software to accelerate the development of NCR's enterprise software platform, creating new software modules that can be used across the retail industry and leveraged across NCR's financial, travel and hospitality industries on a global scale.

Under the terms of the agreement, Retalix will merge with a subsidiary of NCR, and Retalix shareholders will receive $30 in cash per share of Retalix common stock. The transaction will be financed through a combination of cash and debt.

NCR acquired Radiant Systems Inc., a major provider of multichannel point-of-sale (POS) and managed hosted service solutions to the hospitality and specialty retail markets, in July 2011. Since then, NCR has leveraged Radiant's position in quick-service and table-service restaurants, specialty and convenience retailers and entertainment venues (see Related Content below for previous CSP Daily News coverage).

The Retalix transaction, expected to be completed in first-quarter 2013, is subject to approval by Retalix Ltd. shareholders and the satisfaction of other regulatory requirements and closing conditions. NCR has entered into voting agreements with Alpha Group and Ronex, the two largest Retalix Ltd. shareholders who hold approximately 38% of Retalix's outstanding shares.

Retalix is a leading global provider of innovative software and services to high-volume, high-complexity retailers, including supermarkets, convenience stores, fuel stations, drugstores and department stores. The company's products and services help its customers to manage and optimize their retail operations, differentiate their brand and build consumer loyalty, while providing retailers with the flexibility and scalability. Retalix offers solutions for POS, sales channels and in-store management (including mobile and e-commerce), customer management and marketing, merchandising and logistics.

The company's headquarters is in Ra'anana, Israel, and its North America headquarters is in Plano, Texas.

Duluth, Ga.-based NCR is a global technology company offering assisted and self-service solutions and comprehensive support services address the needs of retail, financial, travel, hospitality, gaming, public sector and telecom carrier and equipment organizations in more than 100 countries.