13D Filing: Atlantic Investment Management and Diebold Nixdorf Inc (DBD)

Item 3.          Source and Amount of Funds
or Other Consideration.

The Shares purchased by the Reporting Person on behalf of AJR, Cambrian Fund, Cambrian Global Fund and the
Other Accounts were purchased with the investment capital of such entities and accounts. The aggregate amount of funds used in
making the purchases reported on this Schedule 13D was approximately $151,563,719.

Item 4.          Purpose of Transaction.

The Reporting Person acquired, on behalf of AJR, Cambrian Fund, Cambrian Global Fund and the Other Accounts
and continues to hold, the Shares reported in this Schedule 13D for investment purposes. The Reporting Person intends to evaluate
the performance of the Shares as an investment in the ordinary course of business. The Reporting Person pursues an investment objective
that seeks capital appreciation. In pursuing this investment objective, the Reporting Person analyzes the operations, capital structure
and markets of companies in which the Reporting Person’s clients invest, including the Issuer, on a continuous basis through
analysis of documentation and discussions with knowledgeable industry and market observers and with representatives of such companies.

The Reporting Person will continuously assess the Issuer’s business, financial condition, results of
operations and prospects, general economic conditions, the securities markets in general and those for the Shares in particular,
other developments and other investment opportunities. Depending on such assessments, the Reporting Person may acquire additional
Shares or may determine to sell or otherwise dispose of all or some of the Shares presently held by AJR, Cambrian Fund, Cambrian
Global Fund, and the Other Accounts in the open market or in private transactions. Such actions will depend upon a variety of factors,
including, without limitation, current and anticipated future trading prices for the Shares, the financial condition, results of
operations and prospects of the Issuer, alternative investment opportunities, general economic, financial market and industry conditions
and other factors that the Reporting Person may deem material to its investment decision.