24.09.2016 00:16:41
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DGAP-Kapitalmarktinformation: Diebold Inc.
Diebold, Inc. / Third country release according to Article 30e Para. 1, No. 3 of the WpHG [the German Securities Trading Act]
24.09.2016 00:16
Dissemination of a Post-admission Duties announcement according to Article 30e Para. 1 No. 3 WpHG, transmitted by
DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): September 23, 2016
Diebold, Incorporated
(Exact name of registrant as specified in its charter)
Ohio 1-4879 34-0183970
(State or other jurisdiction
of incorporation) (Commission
File Number) (I.R.S. Employer
Identification No.)
5995 Mayfair Road, P.O. Box 3077,
North Canton, Ohio 44720-8077
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (330) 490-4000
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
? Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
? Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
? Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
? Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events
As previously disclosed on April 19, 2016, Diebold, Incorporated (the 'Company'), issued $400 million aggregate principal amount of 8.5% Senior Notes due 2024 (the 'Notes') pursuant to the terms of an indenture (the 'Indenture') among the Company, the guarantors party thereto (the 'Guarantors') and U.S. Bank National Association, as trustee (the 'Trustee'). The Notes were sold in a private transaction exempt from the registration requirements of the Securities Act of 1933 (the 'Securities Act').
In connection with the issuance of the Notes, the Company entered into a registration rights agreement dated April 19, 2016 (the 'Registration Rights Agreement') among the Company, the Guarantors and the initial purchasers of the Notes. Under the Registration Rights Agreement, Diebold and the Guarantors agreed, for the benefit of the holders of the Notes, that they would (1) file a registration statement (the 'Exchange Offer Registration Statement') on an appropriate registration form with respect to a registered offer to exchange the Notes for notes registered under the Securities Act (the 'Exchange Notes'), which shall also be guaranteed by the Guarantors, with terms substantially identical in all material respects to the Notes (except that the Exchange Notes will not contain terms with respect to transfer restrictions or any increase in annual interest rate) and (2) use their commercially reasonable efforts to cause the Exchange Offer Registration Statement to be declared effective under the Securities Act.
Each of the material domestic direct and indirect wholly-owned subsidiaries of the Company (the 'Guarantor Subsidiaries') has fully and unconditionally guaranteed, on a joint and several basis, to pay principal, premium and interest with respect to the Notes. Each of the Guarantor Subsidiaries is '100% owned' as defined by Rule 3-10(h)(1) of Regulation S-X.
In connection with the filing of the Exchange Offer Registration Statement, the audited consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2015 (the 'Original Annual Report') are being updated to provide the following condensed consolidating financial statements: * condensed consolidating balance sheets as of December 31, 2015 and 2014; * condensed consolidating statements of operations and comprehensive income (loss) for the years ended December 31, 2015, 2014 and 2013; and * condensed consolidating statements of cash flows for the years ended December 31, 2015, 2014 and 2013.
In addition, during the first quarter of 2016, the Company adopted the Accounting Standards Update No. 2015-03, 'Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs' ('ASU 2015-03'), and Accounting Standards Update No. 2015-15, 'Interest-Imputation of Interest: Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting' ('ASU 2015-15'). The Company applied these changes retrospectively to all periods presented in the Form 10-K. ASU 2015-03 simplifies the presentation of debt issuance costs by requiring debt issuance costs to be presented as a deduction from the corresponding debt liability rather than an asset.
Attached as Exhibit 99.1 to this Current Report are restated versions of Items 6 and 15 and the consolidated financial statements within Item 8 of the Original Annual Report, which reflects changes associated with the presentation of the condensed consolidating financial statements and adoption of ASU 2015-03 and ASU 2015-15, discussed above.
The following within the consolidated financial statements in Item 8: Financial Statements and Supplementary Data of the Original Annual Report have been added to or retrospectively adjusted from the previous presentation: * Consolidated Balance Sheets * Note 1: Summary Of Significant Accounting Policies * Note 12: Debt * Note 19: Fair Value Of Assets and Liabilities * Note 23: Supplemental Guarantor Information
The adoption of these new accounting pronouncements had no material effect on the Company's historical consolidated financial condition for any of the respective periods.
Except as specifically noted herein and in the attached exhibits, this Current Report does not reflect events or developments that occurred after February 29, 2016, the date on which the Company filed the Original Annual Report with the SEC, and does not modify or update the disclosures in any way other than as described above and set forth in the exhibits hereto. Without limiting the foregoing, this filing does not purport to update or amend the information contained in the Original Annual Report for any information, uncertainties, transactions, risks, events or trends occurring or known to management. More current information is contained in the Company's Quarterly Reports on Form 10-Q for the periods ended March 31, 2016 and June 30, 2016 and other filings with the SEC. The information in this Current Report should be read in conjunction with the Original Annual Report. Revisions to the Original Annual Report included in this Current Report as noted above supersede the corresponding portions of the Original Annual Report.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. Exhibit Number Description 23.1 Consent of Independent Registered Public Accounting Firm 99.1 Updates to our Original Annual Report on Form 10-K for the year ended December 31, 2015 Part II. Item 6. Selected Financial Data Part II. Item 8. Financial Statements and Supplementary Data Part IV. Item 15. Exhibits and Financial Statement Schedules 101.INS XBRL Instance Document 101.SCH XBRL Taxonomy Extension Schema Document 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF XBRL Taxonomy Extension Definition Linkbase Document 101.LAB XBRL Taxonomy Extension Label Linkbase Document 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Diebold, Incorporated September 23, 2016 By: /s/ Christopher A. Chapman Name: Christopher A. Chapman Title: Senior Vice President and Chief Financial Officer
EXHIBIT INDEX Exhibit Number Description 23.1 Consent of Independent Registered Public Accounting Firm 99.1 Updates to our Original Annual Report on Form 10-K for the year ended December 31, 2015 Part II. Item 6. Selected Financial Data Part II. Item 8. Financial Statements and Supplementary Data Part IV. Item 15. Exhibits and Financial Statement Schedules 101.INS XBRL Instance Document 101.SCH XBRL Taxonomy Extension Schema Document 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF XBRL Taxonomy Extension Definition Linkbase Document 101.LAB XBRL Taxonomy Extension Label Linkbase Document 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
The Board of Directors Diebold, Incorporated:
We consent to the incorporation by reference in the registration statement (Nos. 33-32960, 33-39988, 33-55452, 33-54677, 33-54675, 333-32187, 333-60578, 333-162036, 333-162037, 333-162049, 333-190626, 333-193713, and 333-199738) on Form S-8 of Diebold, Incorporated and subsidiaries of our report dated February 29, 2016, except as to Note 23, which is as of September 23, 2016, with respect to the consolidated balance sheets of Diebold, Incorporated and subsidiaries as of December 31, 2015 and 2014, and the related consolidated statements of operations, comprehensive loss, equity, and cash flows for each of the years in the three-year period ended December 31, 2015, and the related financial statement schedule, which report appears in the current report on Form 8-K of Diebold, Incorporated dated September 23, 2016.
/s/ KPMG LLP
Cleveland, Ohio September 23, 2016
Exhibit 99.1 PART II
ITEM 6: SELECTED FINANCIAL DATA
The following table should be read in conjunction with 'Part II - Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations' and 'Part II - Item 8 - Financial Statements and Supplementary Data' of this Form 10-K. Year Ended December 31, 2015 2014 2013 2012 2011 (in millions, except per share data) Results of operations (unaudited) (unaudited) Net sales $ 2,419.3 $ 2,734.8 $ 2,582.7 $ 2,724.3 $ 2,577.4 Cost of sales 1,767.3 2,008.6 1,996.7 2,044.1 1,862.4 Gross profit $ 652.0 $ 726.2 $ 586.0 $ 680.2 $ 715.0 Amounts attributable to Diebold, Incorporated Income (loss) from continuing operations, net of tax $ 57.8 $ 104.7 $ (195.3 ) $ 62.6 $ 151.8 Income (loss) from discontinued operations, net of tax 15.9 9.7 13.7 11.0 (7.6 ) Net income (loss) attributable to Diebold, Incorporated $ 73.7 $ 114.4 $ (181.6 ) $ 73.6 $ 144.2 Basic earnings (loss) per common share Income (loss) from continuing operations, net of tax $ 0.89 $ 1.62 $ (3.06 ) $ 1.00 $ 2.36 Income (loss) from discontinued operations, net of tax 0.24 0.15 0.21 $ 0.17 (0.12 ) Net income (loss) attributable to Diebold, Incorporated $ 1.13 $ 1.77 $ (2.85 ) $ 1.17 $ 2.24 Diluted earnings (loss) per common share Income (loss) from continuing operations, net of tax $ 0.88 $ 1.61 $ (3.06 ) $ 0.98 $ 2.35 Income (loss) from discontinued operations, net of tax 0.24 0.15 0.21 $ 0.17 $ (0.12 ) Net income (loss) attributable to Diebold, Incorporated $ 1.12 $ 1.76 $ (2.85 ) $ 1.15 $ 2.23 Number of weighted-average shares outstanding Basic shares 64.9 64.5 63.7 63.1 64.2 Diluted shares 65.6 65.2 63.7 63.9 64.8 Dividends Common dividends paid $ 75.6 $ 74.9 $ 74.0 $ 72.8 $ 72.9 Common dividends paid per share $ 1.15 $ 1.15 $ 1.15 $ 1.14 $ 1.12 Consolidated balance sheet data (as of period end) (unaudited) (unaudited) (unaudited) Current assets $ 1,643.6 $ 1,655.5 $ 1,555.4 $ 1,814.9 $ 1,732.3 Current liabilities $ 955.8 $ 1,027.8 $ 893.8 $ 838.8 $ 837.9 Net working capital $ 687.8 $ 627.7 $ 661.6 $ 976.1 $ 894.4 Property, plant and equipment, net $ 175.3 $ 165.7 $ 160.9 $ 184.3 $ 192.7 Total long-term liabilities $ 851.1 $ 757.0 $ 668.9 $ 908.8 $ 834.9 Total assets $ 2,242.4 $ 2,339.6 $ 2,183.5 $ 2,592.9 $ 2,517.4 Total equity $ 435.5 $ 554.8 $ 620.8 $ 845.3 $ 844.6
1
ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
FINANCIAL STATEMENTS Reports of Independent Registered Public Accounting Firm 3
Consolidated Balance Sheets as of December 31, 2015 and 2014 4
Consolidated Statements of Operations for the years ended December 31, 2015, 2014 and 2013 5
Consolidated Statements of Comprehensive Loss for the years ended December 31, 2015, 2014 and 2013 6
Consolidated Statements of Equity for the years ended December 31, 2015, 2014 and 2013 7
Consolidated Statements of Cash Flows for the years ended December 31, 2015, 2014 and 2013 8
Notes to Consolidated Financial Statements 10
2
Report of Independent Registered Public Accounting Firm The Board of Directors and Shareholders Diebold, Incorporated:
We have audited the accompanying consolidated balance sheets of Diebold, Incorporated and subsidiaries as of December 31, 2015 and 2014, and the related consolidated statements of operations, comprehensive loss, equity, and cash flows for each of the years in the three-year period ended December 31, 2015. In connection with our audits of the consolidated financial statements, we also have audited financial statement schedule, Schedule II 'Valuation and Qualifying Accounts.' These consolidated financial statements and the financial statement schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedule based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Diebold, Incorporated and subsidiaries as of December 31, 2015 and 2014, and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, 2015, in conformity with U.S. generally accepted accounting principles. Also in our opinion, the related financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Diebold, Incorporated's internal control over financial reporting as of December 31, 2015, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated February 29, 2016, expressed an unqualified opinion on the effectiveness of the Company's internal control over financial reporting.
/s/ KPMG LLP
Cleveland, Ohio February 29, 2016, except as to Note 23, which is as of September 23, 2016
3
Table of Contents DIEBOLD, INCORPORATED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (dollars in millions)
December 31, 2015 2014 ASSETS Current assets Cash and cash equivalents $ 313.6 $ 326.1 Short-term investments 39.9 136.7 Trade receivables, less allowances for doubtful accounts of $31.7 and $20.9, respectively 413.9 403.3 Inventories 369.3 374.7 Deferred income taxes 168.8 111.0 Prepaid expenses 23.6 21.2 Refundable income taxes 18.0 11.7 Current assets held for sale 148.2 106.2 Other current assets 148.3 164.6 Total current assets 1,643.6 1,655.5 Securities and other investments 85.2 83.6 Property, plant and equipment, net 175.3 165.7 Goodwill 161.5 138.1 Deferred income taxes 65.3 86.5 Finance lease receivables 36.5 90.4 Other assets 75.0 119.8 Total assets $ 2,242.4 $ 2,339.6 LIABILITIES AND EQUITY Current liabilities Notes payable $ 32.0 $ 25.6 Accounts payable 281.7 248.6 Deferred revenue 229.2 260.8 Payroll and other benefits liabilities 76.5 109.4 Current liabilities held for sale 49.4 39.1 Other current liabilities 287.0 344.3 Total current liabilities 955.8 1,027.8 Long-term debt 606.2 477.3 Pensions and other benefits 195.6 211.0 Post-retirement and other benefits 18.7 20.8 Deferred income taxes 1.9 6.5 Other liabilities 28.7 41.4 Commitments and contingencies Equity Diebold, Incorporated shareholders' equity Preferred shares, no par value, 1,000,000 authorized shares, none issued - - Common shares, $1.25 par value, 125,000,000 authorized shares, 79,696,694 and 79,238,759 issued shares, 65,001,602 and 64,632,400 outstanding shares, respectively 99.6 99.0 Additional capital 430.8 418.0 Retained earnings 760.3 762.2 Treasury shares, at cost (14,695,092 and 14,606,359 shares, respectively) (560.2 ) (557.2 ) Accumulated other comprehensive loss (318.1 ) (190.5 ) Total Diebold, Incorporated shareholders' equity 412.4 531.5 Noncontrolling interests 23.1 23.3 Total equity 435.5 554.8 Total liabilities and equity $ 2,242.4 $ 2,339.6
See accompanying notes to consolidated financial statements. 4
Table of Contents DIEBOLD, INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (in millions, except per share amounts)
Year ended December 31, 2015 2014 2013 Net sales Services $ 1,394.2 $ 1,432.8 $ 1,420.8 Products 1,025.1 1,302.0 1,161.9 2,419.3 2,734.8 2,582.7 Cost of sales Services 932.8 974.8 1,048.3 Products 834.5 1,033.8 948.4 1,767.3 2,008.6 1,996.7 Gross profit 652.0 726.2 586.0 Selling and administrative expense 488.2 478.4 564.5 Research, development and engineering expense 86.9 93.6 92.2 Impairment of assets 18.9 2.1 72.0 Gain on sale of assets, net (0.6 ) (12.9 ) (2.4 ) 593.4 561.2 726.3 Operating profit (loss) 58.6 165.0 (140.3 ) Other income (expense) Investment income 26.0 34.5 27.6 Interest expense (32.5 ) (31.4 ) (29.2 ) Foreign exchange (loss) gain, net (10.0 ) (11.8 ) 0.2 Miscellaneous, net 3.7 (1.6 ) (0.1 ) Income (loss) from continuing operations before taxes 45.8 154.7 (141.8 ) Income tax (benefit) expense (13.7 ) 47.4 48.4 Income (loss) from continuing operations, net of tax 59.5 107.3 (190.2 ) Income from discontinued operations, net of tax 15.9 9.7 13.7 Net income (loss) 75.4 117.0 (176.5 ) Income attributable to noncontrolling interests, net of tax 1.7 2.6 5.1 Net income (loss) attributable to Diebold, Incorporated $ 73.7 $ 114.4 $ (181.6 ) Basic weighted-average shares outstanding 64.9 64.5 63.7 Diluted weighted-average shares outstanding 65.6 65.2 63.7 Basic earnings (loss) per share Income (loss) before discontinued operations, net of tax $ 0.89 $ 1.62 $ (3.06 ) Income from discontinued operations, net of tax 0.24 0.15 0.21 Net income (loss) attributable to Diebold, Incorporated $ 1.13 $ 1.77 $ (2.85 ) Diluted earnings (loss) per share Income (loss) before discontinued operations, net of tax $ 0.88 $ 1.61 $ (3.06 ) Income from discontinued operations, net of tax 0.24 0.15 0.21 Net income (loss) attributable to Diebold, Incorporated $ 1.12 $ 1.76 $ (2.85 ) Amounts attributable to Diebold, Incorporated Income (loss) before discontinued operations, net of tax $ 57.8 $ 104.7 $ (195.3 ) Income from discontinued operations, net of tax 15.9 9.7 13.7 Net income (loss) attributable to Diebold, Incorporated $ 73.7 $ 114.4 $ (181.6 ) Cash dividends declared and paid per share $ 1.15 $ 1.15 $ 1.15
See accompanying notes to consolidated financial statements. 5
Table of Contents DIEBOLD, INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (in millions)
Year ended December 31, 2015 2014 2013 Net income (loss) $ 75.4 $ 117.0 $ (176.5 ) Other comprehensive (loss) income, net of tax: Translation adjustment (net of tax of $5.3, $3.6, and $2.1, respectively) (141.3 ) (73.7 ) (70.3 ) Foreign currency hedges (net of tax of $(4.0), $(0.3), and $(1.7), respectively) 6.4 0.5 2.9 Interest rate hedges: Net income recognized in other comprehensive income (net of tax of $(0.3), $(0.4), and $(0.5), respectively) 0.8 0.7 0.7 Less: reclassification adjustments for amounts recognized in net income (net of tax of $(0.2), $(0.1), and $(0.1), respectively) 0.4 0.2 0.2 0.4 0.5 0.5 Pension and other post-retirement benefits: Prior service credit recognized during the year (net of tax of $0.1, $0.1, and $0.3, respectively) (0.1 ) (0.3 ) (0.5 ) Net actuarial losses recognized during the year (net of tax of $(2.7), $(1.2), and $(5.8), respectively) 4.2 2.0 9.1 Net actuarial gain (loss) occurring during the year (net of tax of $(1.3), $39.3, and $(28.3), respectively) 2.1 (63.7 ) 44.8 Prior service cost recognized due to curtailment (net of tax of $0.0, $0.0, and $(0.8), respectively - - 1.3 Net actuarial losses recognized due to curtailment (net of tax of $0.0, $0.0, and $(21.1), respectively) - - 33.4 Settlements (net of tax of $0.0, $0.0, and $(7.8), respectively) - - 12.3 6.2 (62.0 ) 100.4 Unrealized (loss) gain on securities, net: Net (loss) gain recognized in other comprehensive income (net of tax of $0.0, $0.0 and $(0.1), respectively) - (0.5 ) 3.9 Less: reclassification adjustments for amounts recognized in net income (net of tax) - 2.2 1.3 - (2.7 ) 2.6 Other 0.1 - 1.2 Other comprehensive (loss) income, net of tax (128.2 ) (137.4 ) 37.3 Comprehensive loss (52.8 ) (20.4 ) (139.2 ) Less: comprehensive income attributable to noncontrolling interests 3.2 1.4 5.7 Comprehensive loss attributable to Diebold, Incorporated $ (56.0 ) $ (21.8 ) $ (144.9 )
See accompanying notes to consolidated financial statements. 6
Table of Contents DIEBOLD, INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EQUITY (in millions, except per share amounts)
Common Shares Accumulated Other Comprehensive (Loss) Income Total Diebold, Incorporated Shareholders' Equity Number $1.25 Par Value Additional Capital Retained Earnings Treasury Shares Non-controlling Interests Total Equity Balance, January 1, 2013 77.7 $ 97.1 $ 358.3 $ 978.3 $ (551.2 ) $ (91.0 ) $ 791.5 $ 35.3 $ 826.8 Net (loss) income (181.6 ) (181.6 ) 5.1 (176.5 ) Other comprehensive income 36.7 36.7 0.6 37.3 Stock options exercised 0.5 0.7 16.0 16.7 16.7 Restricted stock units issued 0.3 0.4 (0.4 ) - - Other share-based compensation 0.1 0.1 (0.1 ) - - Income tax detriment from share-based compensation (3.9 ) (3.9 ) (3.9 ) Share-based compensation expense 15.4 15.4 15.4 Dividends paid (74.0 ) (74.0 ) (74.0 )
Treasury shares (0.1 shares) (4.1 ) (4.1 ) (4.1 ) Distributions to noncontrolling interest holders, net - (16.9 ) (16.9 ) Balance, December 31, 2013 78.6 $ 98.3 $ 385.3 $ 722.7 $ (555.3 ) $ (54.3 ) $ 596.7 $ 24.1 $ 620.8 Net income 114.4 114.4 2.6 117.0 Other comprehensive (loss) income (136.2 ) (136.2 ) (1.2 ) (137.4 ) Stock options exercised 0.4 0.5 14.1 14.6 14.6 Restricted stock units issued 0.2 0.2 (0.2 ) - - Income tax detriment from share-based compensation (2.7 ) (2.7 ) (2.7 ) Share-based compensation expense 21.5 21.5 21.5 Dividends paid (74.9 ) (74.9 ) (74.9 )
Treasury shares (0.2 shares) (1.9 ) (1.9 ) (1.9 ) Distributions to noncontrolling interest holders, net - (2.2 ) (2.2 ) Balance, December 31, 2014 79.2 $ 99.0 $ 418.0 $ 762.2 $ (557.2 ) $ (190.5 ) $ 531.5 $ 23.3 $ 554.8 Net income 73.7 73.7 1.7 75.4 Other comprehensive (loss) income (127.6 ) (127.6 ) 1.5 (126.1 ) Stock options exercised 0.1 0.2 3.3 3.5 3.5 Restricted stock units issued 0.2 0.2 (0.2 ) - - Other share-based compensation 0.2 0.2 (0.2 ) - - Income tax detriment from share-based compensation (2.5 ) (2.5 ) (2.5 ) Share-based compensation expense 12.4 12.4 12.4 Dividends paid (75.6 ) (75.6 ) (75.6 )
Treasury shares (0.1 shares) (3.0 ) (3.0 ) (3.0 ) Distributions to noncontrolling interest holders, net - (3.4 ) (3.4 ) Balance, December 31, 2015 79.7 $ 99.6 $ 430.8 $ 760.3 $ (560.2 ) $ (318.1 ) $ 412.4 $ 23.1 $ 435.5
Comprehensive (loss) income attributable to noncontrolling interests of $1.5 for the year ended December 31, 2015 is net of a $2.1 Venezuela noncontrolling interest adjustment for the year ended December 31, 2015 to reduce the carrying value to the estimated fair market value.
See accompanying notes to consolidated financial statements. 7
Table of Contents DIEBOLD INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (in millions)
Year Ended December 31, 2015 2014 2013 Cash flow from operating activities Net income (loss) $ 75.4 $ 117.0 $ (176.5 ) Income from discontinued operations, net of tax 15.9 9.7 13.7 Income (loss) from continuing operations, net of tax 59.5 107.3 (190.2 ) Adjustments to reconcile net income (loss) to cash provided by operating activities: Depreciation and amortization 64.0 73.4 82.4 Share-based compensation expense 12.4 21.5 15.4 Excess tax benefits from share-based compensation (0.5 ) (0.5 ) (0.5 ) Impairment of assets 18.9 2.1 72.0 Pension curtailment, settlement and special termination - - 69.6 Devaluation of Venezuelan balance sheet 7.5 12.1 1.6 Gain on sale of assets, net (0.6 ) (12.9 ) (2.4 ) Gain on foreign currency option contracts (7.0 ) - - Cash flow from changes in certain assets and liabilities, net of the effects of acquisitions Trade receivables (56.4 ) (38.2 ) 35.5 Inventories (51.2 ) (42.8 ) 21.3 Prepaid expenses (3.1 ) (2.6 ) 13.5 Refundable income taxes (6.3 ) 9.6 (4.9 ) Other current assets 9.6 (40.1 ) (10.3 ) Accounts payable 57.6 55.2 (10.5 ) Deferred revenue (14.7 ) 50.7 16.6 Accrued salaries, wages and commissions (22.1 ) 23.4 20.2 Deferred income taxes (40.1 ) (11.3 ) (15.1 ) Finance lease receivables 30.8 (61.6 ) (32.6 ) Certain other assets and liabilities (26.7 ) 43.8 41.3 Net cash provided by operating activities - continuing operations 31.6 189.1 122.9 Net cash provided by (used in) operating activities - discontinued operations 5.1 (2.2 ) 1.3 Net cash provided by operating activities 36.7 186.9 124.2 Cash flow from investing activities Payments for acquisitions, net of cash acquired (59.4 ) (11.7 ) - Proceeds from maturities of investments 176.1 477.4 464.3 Proceeds from sale of investments - 39.6 56.0 Payments for purchases of investments (125.5 ) (428.7 ) (537.7 ) Proceeds from sale of assets 5.0 18.4 7.5 Capital expenditures (52.3 ) (60.1 ) (33.8 ) Increase in certain other assets (6.3 ) (19.8 ) (13.7 ) Purchase of finance receivables, net of cash collections - - 6.3 Net cash (used in) provided by investing activities - continuing operations (62.4 ) 15.1 (51.1 ) Net cash used in investing activities - discontinued operations (2.5 ) (1.3 ) (1.6 ) Net cash (used in) provided by investing activities $ (64.9 ) $ 13.8 $ (52.7 )
See accompanying notes to consolidated financial statements. 8
Table of Contents DIEBOLD INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (in millions)
Year Ended December 31, 2015 2014 2013 Cash flow from financing activities Dividends paid $ (75.6 ) $ (74.9 ) $ (74.0 ) Debt issuance costs (6.0 ) (1.4 ) - Revolving debt borrowings (repayments), net 155.8 2.0 (56.0 ) Other debt borrowings 135.8 157.6 51.2 Other debt repayments (168.7 ) (175.5 ) (121.9 ) Distributions to noncontrolling interest holders (0.1 ) (2.2 ) (16.9 ) Excess tax benefits from share-based compensation 0.5 0.5 0.5 Issuance of common shares 3.5 14.6 16.7 Repurchase of common shares (3.0 ) (1.9 ) (4.1 ) Net cash provided by (used in) financing activities - continuing operations 42.2 (81.2 ) (204.5 ) Net cash provided by (used in) financing activities - discontinued operations - - - Net cash provided by (used in) financing activities 42.2 (81.2 ) (204.5 ) Effect of exchange rate changes on cash (23.9 ) (28.2 ) (5.1 ) (Decrease) increase in cash and cash equivalents (9.9 ) 91.3 (138.1 ) Add: Cash overdraft included in assets held for sale at beginning of year (4.1 ) (0.6 ) (0.2 ) Less: Cash overdraft included in assets held for sale at end of year (1.5 ) (4.1 ) (0.6 ) Cash and cash equivalents at the beginning of the year 326.1 231.3 369.0 Cash and cash equivalents at the end of the year $ 313.6 $ 326.1 $ 231.3 Cash paid for Income taxes $ 64.8 $ 49.2 $ 76.5 Interest $ 32.6 $ 31.2 $ 29.5
See accompanying notes to consolidated financial statements. 9
Table of Contents DIEBOLD INCORPORATED AND SUBSIDIARIES FORM 10-K as of December 31, 2015 (in millions, except per share amounts)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation. The consolidated financial statements include the accounts of Diebold, Incorporated and its wholly- and majority-owned subsidiaries (collectively, the Company). All significant intercompany accounts and transactions have been eliminated.
Use of Estimates in Preparation of Consolidated Financial Statements. The preparation of the accompanying consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenues and expenses. Such estimates include revenue recognition, the valuation of trade and financing receivables, inventories, goodwill, intangible assets, other long-lived assets, legal contingencies, guarantee obligations and assumptions used in the calculation of income taxes, pension and other post-retirement benefits and customer incentives, among others. These estimates and assumptions are based on management's best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors. Management monitors the economic condition and other factors and will adjust such estimates and assumptions when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates.
International Operations. The financial statements of the Company's international operations are measured using local currencies as their functional currencies, with the exception of Venezuela's financial results, which are measured using the currency exchange mechanism, SICAD 2. The Company translates the assets and liabilities of its non-U.S. subsidiaries at the exchange rates in effect at year end and the results of operations at the average rate throughout the year. The translation adjustments are recorded directly as a separate component of shareholders' equity, while transaction gains (losses) are included in net income.
Venezuelan Currency Devaluation. The Company's Venezuelan operations consisted of a fifty-percent owned subsidiary, which was consolidated. Venezuela financial results were measured using the U.S. Dollar as its functional currency because its economy is considered highly inflationary. On March 24, 2014, the Venezuelan government announced a currency exchange mechanism, SICAD 2, which yielded an exchange rate significantly higher than the rates established through the other regulated exchange mechanisms. Management determined that it was unlikely that the Company would be able to convert bolivars under a currency exchange other than SICAD 2. On March 31, 2014, the Company remeasured its Venezuelan balance sheet using the SICAD 2 rate of 50.86 compared to the previous official government rate of 6.30, resulting in a decrease of $6.1 to the Company's cash balance and net losses of $12.1 that were recorded within foreign exchange (loss) gain, net in the consolidated statements of operations in the first quarter of 2014. In addition, as a result of the currency devaluation, the Company recorded a $4.1 lower of cost or market adjustment related to its service inventory within service cost of sales in the consolidated statements of operations in 2014. On February 10, 2015, the Venezuela government introduced a new foreign currency exchange platform called the Marginal Currency System, or SIMADI, which replaced the SICAD 2 mechanism, yielding another significant increase in the exchange rate. As of March 31, 2015, management determined it was unlikely that the Company would be able to convert bolivars under a currency exchange other than SIMADI and remeasured its Venezuela balance sheet using the SIMADI rate of 192.95 compared to the previous SICAD 2 rate of 50.86, which resulted in a loss of $7.5 recorded within foreign exchange (loss) gain, net in the consolidated statements of operations in the first quarter of 2015.
As of March 31, 2015, the Company agreed to sell its equity interest in its Venezuela joint venture to its joint venture partner and recorded a $10.3 impairment of assets in the first quarter of 2015. On April 29, 2015, the Company closed the sale for the estimated fair market value and recorded a $1.0 reversal of impairment of assets based on final adjustments in the second quarter of 2015, resulting in a $9.3 impairment of assets for the six months ended June 30, 2015. During the remainder of 2015, the Company incurred an additional $0.4 related to uncollectible accounts receivable which is included in selling and administrative expenses on the consolidated statements of operations. The Company no longer has a consolidating entity in Venezuela which was included in the Latin America (LA) segment but will continue to operate in Venezuela on an indirect basis.
Acquisitions and Divestitures. Acquisitions are accounted for using the purchase method of accounting. This method requires the Company to record assets and liabilities of the business acquired at their estimated fair market values as of the acquisition date. Any excess cost of the acquisition over the fair value of the net assets acquired is recorded as goodwill. The Company generally uses valuation specialists to perform appraisals and assist in the determination of the fair values of the assets acquired and liabilities assumed. These valuations require management to make estimates and assumptions that are critical in determining the fair values of the assets and liabilities.
For divestitures, the Company considers assets to be held for sale when management approves and commits to a formal plan to actively market the assets for sale at a price reasonable in relation to their estimated fair value, the assets are available for immediate sale in their present condition, an active program to locate a buyer and other actions required to complete the sale have been initiated, the sale of the assets is probable and expected to be completed within one year (or, if it is expected that others will
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impose conditions on the sale of the assets that will extend the period required to complete the sale, that a firm purchase commitment is probable within one year) and it is unlikely that significant changes will be made to the plan. Upon designation as held for sale, the Company records the assets at the lower of their carrying value or their estimated fair value, reduced for the cost to dispose of the assets, and ceases to record depreciation expense on the assets.
The Company reports financial results for discontinued operations separately from continuing operations to distinguish the financial impact of the divestiture from ongoing operations. Discontinued operations reporting occurs only when the disposal of a component or a group of components of the Company represents a strategic shift that will have a major effect on the Company's operations and financial results. During the year ended December 31, 2015, management of the Company, through receipt in October 2015 of the required authorization from its Board of Directors after a potential buyer had been identified, committed to a plan to divest the electronic security (ES) business. As such, all of the criteria required for held for sale and discontinued operations classification were met during the fourth quarter of 2015. The pending divestiture of its ES business closed on February 1, 2016. Accordingly, the assets and liabilities, operating results and operating and investing cash flows for are presented as discontinued operations separate from the Company's continuing operations for all periods presented. Prior period information has been reclassified to present this business as discontinued operations for all periods presented, and has therefore been excluded from both continuing operations and segment results for all periods presented in these consolidated financial statements and the notes to the consolidated financial statements. All assets and liabilities classified as held for sale are included in total current assets based on the cash conversion of these assets and liabilities within one year. These items had no impact on the amounts of previously reported net income attributable to Diebold, Incorporated or total Diebold, Incorporated shareholders' equity (refer to note 21).
Assets and liabilities of a discontinued operation are reclassified as held for sale for all comparative periods presented in the consolidated balance sheet. The results of operations of a discontinued operation are reclassified to income from discontinued operations, net of tax, for all periods presented. For assets that meet the held for sale criteria but do not meet the definition of a discontinued operation, the Company reclassifies the assets and liabilities in the period in which the held for sale criteria are met, but does not reclassify prior period amounts.
Realignment. In the first quarter 2015, the Company announced the realignment of its Brazil and LA businesses to drive greater efficiency and further improve customer service. Beginning with the first quarter of 2015, LA and Brazil operations were reported under one single reportable operating segment and comparative periods have been reclassified for consistency. The presentation of comparative periods also reflects the reclassification of certain global expenses from segment operating profit to corporate charges not allocated to segments due to the 2015 realignment activities.
Reclassification. The Company has reclassified the presentation of certain prior-year information to conform to the current presentation.
Revenue Recognition. The Company's revenue recognition policy is consistent with the requirements of Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 605, Revenue Recognition (ASC 605). In general, the Company records revenue when it is realized, or realizable and earned. The Company considers revenue to be realized, or realizable and earned when, persuasive evidence of an arrangement exists, the products or services have been approved by the customer after delivery and/or installation acceptance or performance of services; the sales price is fixed or determinable within the contract; and collectability is reasonably assured. The Company's products include both hardware and the software required for the equipment to operate as intended, and for product sales, the Company determines the earnings process is complete when title, risk of loss and the right to use the product has transferred to the customer. Within the North America region, the earnings process is completed upon customer acceptance. Where the Company is contractually responsible for installation, customer acceptance occurs upon completion of the installation of all equipment at a job site and the Company's demonstration that the equipment is in operable condition. Where the Company is not contractually responsible for installation, customer acceptance occurs upon shipment or delivery to a customer location depending on the terms within the contract. Internationally, customer acceptance is upon delivery or completion of the installation depending on the terms in the contract with the customer.
The application of ASC 605 to the Company's customer contracts requires judgment, including the determination of whether an arrangement includes multiple deliverables such as hardware, software, maintenance and/or other services. For contracts that contain multiple deliverables, total arrangement consideration is allocated at the inception of the arrangement to each deliverable based on the relative selling price method. The relative selling price method is based on a hierarchy consisting of vendor specific objective evidence (VSOE) (price when sold on a stand-alone basis), if available, or third-party evidence (TPE), if VSOE is not available, or estimated selling price (ESP) if neither VSOE nor TPE is available. The Company's ESP is consistent with the objective of determining VSOE, which is the price at which we would expect to transact on a stand-alone sale of the deliverable. The determination of ESP is based on applying significant judgment to weigh a variety of company-specific factors including our pricing practices, customer volume, geography, internal costs and gross margin objectives, information gathered from experience in customer negotiations, recent technological trends, and competitive landscape. In contracts that involve multiple deliverables with separately priced extended warranty and product maintenance, these services are typically accounted for under FASB ASC
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605-20, Separately Priced Extended Warranty and Product Maintenance Contracts where stated price is recognized ratably over the period.
For software sales, excluding software required for the equipment to operate as intended, the Company applies the software revenue recognition principles within FASB ASC 985-605, Software - Revenue Recognition. For software and software-related deliverables (software elements), the Company allocates revenue based upon the relative fair value of these software elements as determined by VSOE. If the Company cannot obtain VSOE for any undelivered software element, revenue is deferred until all deliverables have been delivered or until VSOE can be determined for any remaining undelivered software elements. When the fair value of a delivered element cannot be established, but fair value evidence exists for the undelivered software elements, the Company uses the residual method to recognize revenue. Under the residual method, the fair value of the undelivered elements is deferred and the remaining portion of the arrangement consideration is allocated to the delivered elements and recognized as revenue.
The Company has the following revenue streams related to sales to its customers:
Financial Self-Service Product & Managed Service Revenue FSS products are primarily ATMs and other equipment primarily used in the banking industry which include both hardware and the software required for the equipment to operate as intended. The Company also provides service contracts on FSS products that typically cover a 12-month period and can begin at any time after the warranty period expires. The service provided under warranty is limited as compared to those offered under service contracts. Further, warranty is not considered a separate deliverable of the sale and covers only replacement of defective parts inclusive of labor. Service contracts provide additional services beyond those covered under the warranty, including preventative maintenance service, cleaning, supplies stocking and cash handling, all of which are not essential to the functionality of the equipment. Service revenue also includes services and parts the Company provides on a billed-work basis that are not covered by warranty or service contract. The Company also provides customers with integrated services such as outsourced and managed services, including remote monitoring, trouble-shooting, training, transaction processing, currency management, maintenance or full support services.
Electronic Security Products & Managed Service Revenue The Company provides global product sales, service, installation, project management for longer-term contracts and monitoring of original equipment manufacturer electronic security products to financial, government, retail and commercial customers. These solutions provide the Company's customers a single-source solution to their electronic security needs. The Company has included the net sales from its North America electronic security business as discontinued operations.
Physical Security & Facility Revenue The Company designs, manufactures and/or procures and installs physical security and facility products. These consist of vaults, safe deposit boxes and safes, drive-up banking equipment and a host of other banking facilities products.
Brazil Other The Company offers election and lottery systems product solutions and support to the Brazil government. Election systems revenue consists of election equipment sales, networking, tabulation and diagnostic software development, training, support and maintenance. Lottery systems revenue primarily consists of equipment sales. The election and lottery equipment components are included in product revenue. The software development, training, support and maintenance components are included in service revenue.
Software Solutions & Service Revenue The Company offers software solutions, excluding software required for the equipment to operate as intended, consisting of multiple applications that process events and transactions (networking software) along with the related server. Sales of networking software represent software solutions to customers that allow them to network various different vendors' ATMs onto one network. Included within service revenue is revenue from software support agreements, which are typically 12 months in duration and pertain to networking software.
Cost of Sales. Cost of products sales is primarily comprised of direct materials and supplies consumed in the manufacturing and distribution of products, as well as related labor, depreciation expense and direct overhead expense necessary to acquire and convert the purchased materials and supplies into finished products. Cost of products sales also includes the cost to distribute products to customers, inbound freight costs, internal transfer costs, warehousing costs and other shipping and handling activity. Cost of services sold is primarily consists of fuel, parts and labor and benefits costs related to installation of products and service maintenance contracts, including call center costs as well as costs for service parts repair centers.
Depreciation and Amortization. Depreciation of property, plant and equipment is computed using the straight-line method for financial statement purposes. Amortization of leasehold improvements is based upon the shorter of original terms of the lease or life of the improvement. Repairs and maintenance are expensed as incurred. Amortization of the Company's other long-term assets, such as intangible assets and capitalized computer software, is computed using the straight-line method over the life of the asset.
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Advertising Costs. Advertising costs are expensed as incurred and were $11.6, $16.7 and $9.8 in 2015, 2014 and 2013, respectively.
Research, Development and Engineering. Research, development and engineering costs are expensed as incurred and were $86.9, $93.6 and $92.2 in 2015, 2014 and 2013, respectively.
Shipping and Handling Costs. The Company recognizes shipping and handling fees billed when products are shipped or delivered to a customer and includes such amounts in net sales. Third-party freight payments are recorded in cost of sales.
Taxes on Income. Deferred taxes are provided on an asset and liability method, whereby deferred tax assets are recognized for deductible temporary differences, operating loss carry-forwards and tax credits. Deferred tax liabilities are recognized for taxable temporary differences and undistributed earnings in certain tax jurisdictions. Deferred tax assets are reduced by a valuation allowance when, based on available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Determination of a valuation allowance involves estimates regarding the timing and amount of the reversal of taxable temporary differences, expected future taxable income and the impact of tax planning strategies. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.
The Company regularly assesses its position with regard to tax exposures and records liabilities for these uncertain tax positions and related interest and penalties, if any, when the tax benefit is not more likely than not realizable. The Company has recorded an accrual that reflects the recognition and measurement process for the financial statement recognition and measurement of a tax position taken or expected to be taken on a tax return. Additional future income tax expense or benefit may be recognized once the positions are effectively settled.
Sales Tax. The Company collects sales taxes from customers and accounts for sales taxes on a net basis.
Cash Equivalents. The Company considers highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents.
Financial Instruments. The carrying amount of cash and cash equivalents, short term investments, trade receivables and accounts payable, approximated their fair value because of the relatively short maturity of these instruments. The Company's risk-management strategy uses derivative financial instruments such as forwards to hedge certain foreign currency exposures and interest rate swaps to manage interest rate risk. The intent is to offset gains and losses that occur on the underlying exposures, with gains and losses on the derivative contracts hedging these exposures. The Company does not enter into derivatives for trading purposes. The Company recognizes all derivatives on the balance sheet at fair value. Changes in the fair values of derivatives that are not designated as hedges are recognized in earnings. If the derivative is designated and qualifies as a hedge, depending on the nature of the hedge, changes in the fair value of the derivatives are either offset against the change in the hedged assets or liabilities through earnings or recognized in other comprehensive income until the hedged item is recognized in earnings.
Fair Value. The Company measures its financial assets and liabilities using one or more of the following three valuation techniques: Valuation technique Description Market approach Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. Cost approach Amount that would be required to replace the service capacity of an asset (replacement cost). Income approach Techniques to convert future amounts to a single present amount based upon market expectations.
The hierarchy that prioritizes the inputs to valuation techniques used to measure fair value is divided into three levels: Fair value level Description Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active or inputs, other than quoted prices in active markets, that are observable either directly or indirectly. Level 3 Unobservable inputs for which there is little or no market data.
A financial asset or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company uses the end of period when determining the timing of transfers between levels.
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Short-Term Investments The Company has investments in certificates of deposit that are recorded at cost, which approximates fair value. Assets Held in Rabbi Trusts / Deferred CompensationThe fair value of the assets held in rabbi trusts (refer to notes 6 and 13) is derived from investments in a mix of money market, fixed income and equity funds managed by Bank of America/Merrill Lynch. The related deferred compensation liability is recorded at fair value. Foreign Exchange Contracts The valuation of foreign exchange forward and option contracts is determined using valuation techniques, including option models tailored for currency derivatives. These contracts are valued using the market approach based on observable market inputs. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including spot rates, foreign currency forward rates, the interest rate curve of the domestic currency, and foreign currency volatility for the given currency pair. Forward Contracts A substantial portion of the Company's operations and revenues are international. As a result, changes in foreign exchange rates can create substantial foreign exchange gains and losses from the revaluation of non-functional currency monetary assets and liabilities. Option Contracts A put option gives the purchaser of the option the right to sell, and the writer of the option the obligation to buy, the underlying security at any time during the option period. A call option gives the purchaser of the option the right to buy, and the writer of the option the obligation to sell, the underlying security at any time during the option period. In connection with the Business Combination, the Company entered into foreign exchange option contracts to purchase or call EUR1,416.0 for a put of $1,547.1 to limit the effect of exchange rate fluctuations on the cash component of the purchase price consideration which is denominated in euros and approximates EUR1,162.2 and estimated euro denominated deal related costs and any outstanding Wincor Nixdorf borrowings. These foreign exchange option contracts are non-designated and are included in other current assets or other current liabilities based on the net asset or net liability position, respectively, in our consolidated balance sheets. The gain or loss on these non-designated derivative instruments is reflected in other income (expense) miscellaneous, net in our consolidated statements of operations. Changes in foreign exchange rates between the U.S dollar and euro can create substantial gains and losses from the revaluation of the derivative instrument. The $60.0 delayed premium is recorded at fair value and netted against the fair value of the foreign exchange option contract asset. Interest Rate Swaps The Company has variable rate debt and is subject to fluctuations in interest related cash flows due to changes in market interest rates. The Company's policy allows it to periodically enter into derivative instruments designated as cash flow hedges to fix some portion of future variable rate based interest expense. The Company executed two pay-fixed receive-variable interest rate swaps to hedge against changes in the London Interbank Offered Rate (LIBOR) benchmark interest rate on a portion of the Company's LIBOR-based borrowings. The fair value of the swap is determined using the income approach and is calculated based on LIBOR rates at the reporting date. Assets and Liabilities Not Measured at Fair Value on a Recurring BasisIn addition to assets and liabilities that are measured at fair value on a recurring basis, the Company also measures certain assets and liabilities at fair value on a nonrecurring basis. Our non-financial assets, including goodwill, intangible assets and property, plant and equipment, are measured at fair value when there is an indication of impairment. These assets are recorded at fair value, determined using level 3 inputs, only when an impairment charge is recognized. Further details regarding the Company's goodwill impairment review appear in note 11. Assets and Liabilities Recorded at Carrying Value The fair value of the Company's cash and cash equivalents, trade receivables and accounts payable, approximates the carrying value due to the relative short maturity of these instruments. The fair value of the Company's industrial development revenue bonds are measured using unadjusted quoted prices in active markets for identical assets categorized as level 1 inputs. The fair value of the Company's current notes payable and credit facility debt instruments approximates the carrying value due to the relative short maturity of the revolving borrowings under these instruments. The fair values of the Company's long-term senior notes were estimated using market observable inputs for the Company's comparable peers with public debt, including quoted prices in active markets, market indices and interest rate measurements, considered level 2 inputs.
Refer to note 19 for further details of assets and liabilities subject to fair value measurement.
Trade Receivables. The Company evaluates the collectability of trade receivables based on a percentage of sales related to historical loss experience and current trends. The Company will also record periodic adjustments for known events such as specific customer circumstances and changes in the aging of accounts receivable balances. After all efforts at collection have been unsuccessful, the account is deemed uncollectible and is written off.
Financing Receivables. The Company evaluates the collectability of notes and finance lease receivables (collectively, financing receivables) on a customer-by-customer basis and evaluates specific customer circumstances, aging of invoices, credit risk changes
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and payment patterns and historical loss experience. When the collectability is determined to be at risk based on the above criteria, the Company records the allowance for credit losses which represents the Company's current exposure less estimated reimbursement from insurance claims. After all efforts at collection have been unsuccessful, the account is deemed uncollectible and is written off.
Inventories. The Company primarily values inventories at the lower of cost or market applied on a first-in, first-out basis. The Company identifies and writes down its excess and obsolete inventories to net realizable value based on usage forecasts, order volume and inventory aging. With the development of new products, the Company also rationalizes its product offerings and will write-down discontinued product to the lower of cost or net realizable value.
Deferred Revenue. Deferred revenue is recorded for any services billed to customers and not yet recognizable if the contract period has commenced or for the amount collected from customers in advance of the contract period commencing. In addition, deferred revenue is recorded for products and other deliverables that are billed to and collected from customers prior to revenue being recognizable.
Split-Dollar Life Insurance. The Company recognizes a liability for the post-retirement obligation associated with a collateral assignment arrangement if, based on an agreement with an employee, the Company has agreed to maintain a life insurance policy during the post-retirement period or to provide a death benefit. In addition, the Company recognizes a liability and related compensation costs for future benefits that extend to post-retirement periods.
Goodwill. Goodwill is the cost in excess of the net assets of acquired businesses (refer to note 11). The Company tests all existing goodwill at least annually for impairment on a reporting unit basis. In 2015, the annual goodwill impairment test was performed as of October 31 compared to November 30 in prior years for administrative improvements.
The Company tests for impairment between annual tests if an event occurs o
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--------------------------------------------------------------------------- Language: English Company: Diebold, Inc. 5995 Mayfair Road 44720 North Canton, OH United States Internet: www.diebold.com End of Announcement DGAP News-Service ---------------------------------------------------------------------------
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