Shares of Houston-based Cardtronics at last check were down 5.9% to $38.47, while NCR, Atlanta, was up 2,2% to $34.17.
Under the terms, NCR will acquire Cardtronics for $39 cash a share. The enterprise value, including debt, is about $2.5 billion, the companies said.
Both companies' boards approved the terms. The deal is subject to conditions including regulatory clearances and a vote of Cardtronics holders.
The transaction is expected to close in mid-2021, the companies said.
"Our Board determined that this transaction, which follows a comprehensive process and review of alternatives, is in the best interest of Cardtronics and our shareholders,” Cardtronics Chief Executive Edward West said in a statement.
Cardtronics ended its previously announced acquisition agreement to be acquired by the private-equity firm Apollo Global Management and Hudson Executive Capital. That deal was valued at $35 a share, or $2.3 billion. NCR paid a $36.2 million termination fee.
With a 19.44% stake, Hudson Executive is Cardtronics’ largest investor, Reuters reported, citing data from Refinitiv.
NCR, which makes ATMs and self-service kiosks for retailers and restaurants, said it plans to finance the transaction with cash on hand and fully committed financing from Bank of America.
NCR, previously known as National Cash Register, confirmed that it had made the unsolicited offer earlier this month. It expects the Cardtronics to add to its adjusted earnings in the first full year after closing.
Cardtronics said it has 285,000 ATMs across 10 countries in North America, Europe, Asia-Pacific, and Africa.
Bank of America Securities was financial adviser to NCR, while Goldman Sachs was financial adviser for Cardtronics.