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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Diebold Nixdorf Incorporated | NYSE:DBD | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 31.16 | 0 | 09:09:59 |
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Ohio
|
|
34-0183970
|
(State or other jurisdiction of
incorporation or organization)
|
|
(IRS Employer
Identification Number)
|
|
|
|
5995 Mayfair Road, PO Box 3077, North Canton, Ohio
|
|
44720-8077
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Large accelerated filer
|
x
|
Accelerated filer
|
o
|
Non-accelerated filer
(Do not check if a smaller reporting company)
|
o
|
Smaller reporting company
|
o
|
|
|
June 30,
2016 |
|
December 31,
2015 |
||||
|
|
(Unaudited)
|
|
|
||||
ASSETS
|
|
|
|
|
||||
Current assets
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
335.5
|
|
|
$
|
313.6
|
|
Restricted cash
|
|
1,823.0
|
|
|
—
|
|
||
Short-term investments
|
|
26.6
|
|
|
39.9
|
|
||
Trade receivables, less allowances for doubtful accounts of $28.5 and $31.7, respectively
|
|
520.1
|
|
|
413.9
|
|
||
Inventories
|
|
430.8
|
|
|
369.3
|
|
||
Deferred income taxes
|
|
116.5
|
|
|
168.8
|
|
||
Prepaid expenses
|
|
22.4
|
|
|
23.6
|
|
||
Prepaid income taxes
|
|
34.7
|
|
|
18.0
|
|
||
Current assets held for sale
|
|
—
|
|
|
148.2
|
|
||
Other current assets
|
|
148.6
|
|
|
148.3
|
|
||
Total current assets
|
|
3,458.2
|
|
|
1,643.6
|
|
||
Securities and other investments
|
|
84.0
|
|
|
85.2
|
|
||
Property, plant and equipment, net of accumulated depreciation and amortization of $447.7 and $433.7, respectively
|
|
166.1
|
|
|
175.3
|
|
||
Goodwill
|
|
169.2
|
|
|
161.5
|
|
||
Deferred income taxes
|
|
60.5
|
|
|
65.3
|
|
||
Finance lease receivables
|
|
22.7
|
|
|
36.5
|
|
||
Other assets
|
|
79.8
|
|
|
75.0
|
|
||
Total assets
|
|
$
|
4,040.5
|
|
|
$
|
2,242.4
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
||||
Current liabilities
|
|
|
|
|
||||
Notes payable
|
|
$
|
39.0
|
|
|
$
|
32.0
|
|
Accounts payable
|
|
261.1
|
|
|
281.7
|
|
||
Deferred revenue
|
|
217.6
|
|
|
229.2
|
|
||
Payroll and other benefits liabilities
|
|
77.6
|
|
|
76.5
|
|
||
Current liabilities held for sale
|
|
—
|
|
|
49.4
|
|
||
Other current liabilities
|
|
322.7
|
|
|
287.0
|
|
||
Total current liabilities
|
|
918.0
|
|
|
955.8
|
|
||
Long-term debt
|
|
2,274.0
|
|
|
606.2
|
|
||
Pensions and other benefits
|
|
194.6
|
|
|
195.6
|
|
||
Post-retirement and other benefits
|
|
19.4
|
|
|
18.7
|
|
||
Other long-term liabilities
|
|
32.5
|
|
|
30.6
|
|
||
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,79,961,528 and 79,696,694 issued shares, 65,189,266 and 65,001,602 outstanding shares, respectively
|
|
100.0
|
|
|
99.6
|
|
||
Additional capital
|
|
440.6
|
|
|
430.8
|
|
||
Retained earnings
|
|
869.3
|
|
|
760.3
|
|
||
Treasury shares, at cost (14,772,262 and 14,695,092 shares, respectively)
|
|
(562.2
|
)
|
|
(560.2
|
)
|
||
Accumulated other comprehensive loss
|
|
(269.4
|
)
|
|
(318.1
|
)
|
||
Total Diebold, Incorporated shareholders' equity
|
|
578.3
|
|
|
412.4
|
|
||
Noncontrolling interests
|
|
23.7
|
|
|
23.1
|
|
||
Total equity
|
|
602.0
|
|
|
435.5
|
|
||
Total liabilities and equity
|
|
$
|
4,040.5
|
|
|
$
|
2,242.4
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Net sales
|
|
|
|
|
|
|
|
|
||||||||
Services
|
|
$
|
356.5
|
|
|
$
|
352.9
|
|
|
$
|
693.2
|
|
|
$
|
694.5
|
|
Products
|
|
223.5
|
|
|
291.6
|
|
|
396.4
|
|
|
524.8
|
|
||||
|
|
580.0
|
|
|
644.5
|
|
|
1,089.6
|
|
|
1,219.3
|
|
||||
Cost of sales
|
|
|
|
|
|
|
|
|
||||||||
Services
|
|
235.4
|
|
|
234.3
|
|
|
463.9
|
|
|
464.2
|
|
||||
Products
|
|
189.5
|
|
|
239.5
|
|
|
331.8
|
|
|
425.1
|
|
||||
|
|
424.9
|
|
|
473.8
|
|
|
795.7
|
|
|
889.3
|
|
||||
Gross profit
|
|
155.1
|
|
|
170.7
|
|
|
293.9
|
|
|
330.0
|
|
||||
Selling and administrative expense
|
|
127.3
|
|
|
124.9
|
|
|
252.9
|
|
|
245.4
|
|
||||
Research, development and engineering expense
|
|
17.6
|
|
|
23.9
|
|
|
36.1
|
|
|
46.2
|
|
||||
Impairment of assets
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
18.9
|
|
||||
(Gain) loss on sale of assets, net
|
|
(0.1
|
)
|
|
(1.6
|
)
|
|
0.3
|
|
|
(1.5
|
)
|
||||
|
|
144.8
|
|
|
146.7
|
|
|
289.3
|
|
|
309.0
|
|
||||
Operating profit
|
|
10.3
|
|
|
24.0
|
|
|
4.6
|
|
|
21.0
|
|
||||
Other (expense) income
|
|
|
|
|
|
|
|
|
||||||||
Interest income
|
|
6.3
|
|
|
6.8
|
|
|
11.2
|
|
|
14.7
|
|
||||
Interest expense
|
|
(24.3
|
)
|
|
(7.6
|
)
|
|
(35.8
|
)
|
|
(15.6
|
)
|
||||
Foreign exchange loss, net
|
|
(1.2
|
)
|
|
(1.3
|
)
|
|
(3.6
|
)
|
|
(10.5
|
)
|
||||
Miscellaneous, net
|
|
(26.8
|
)
|
|
0.9
|
|
|
7.8
|
|
|
(0.3
|
)
|
||||
(Loss) income from continuing operations before taxes
|
|
(35.7
|
)
|
|
22.8
|
|
|
(15.8
|
)
|
|
9.3
|
|
||||
Income tax (benefit) expense
|
|
(14.9
|
)
|
|
3.1
|
|
|
(15.7
|
)
|
|
(0.3
|
)
|
||||
(Loss) income from continuing operations, net of tax
|
|
(20.8
|
)
|
|
19.7
|
|
|
(0.1
|
)
|
|
9.6
|
|
||||
Income from discontinued operations, net of tax
|
|
0.5
|
|
|
4.2
|
|
|
148.3
|
|
|
8.7
|
|
||||
Net (loss) income
|
|
(20.3
|
)
|
|
23.9
|
|
|
148.2
|
|
|
18.3
|
|
||||
Net income (loss) attributable to noncontrolling interests
|
|
0.8
|
|
|
1.7
|
|
|
1.1
|
|
|
(1.1
|
)
|
||||
Net (loss) income attributable to Diebold, Incorporated
|
|
$
|
(21.1
|
)
|
|
$
|
22.2
|
|
|
$
|
147.1
|
|
|
$
|
19.4
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basic weighted-average shares outstanding
|
|
65.2
|
|
|
64.9
|
|
|
65.1
|
|
|
64.8
|
|
||||
Diluted weighted-average shares outstanding
|
|
65.2
|
|
|
65.6
|
|
|
65.7
|
|
|
65.5
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Basic (loss) earnings per share
|
|
|
|
|
|
|
|
|
||||||||
(Loss) income from continuing operations, net of tax
|
|
$
|
(0.33
|
)
|
|
$
|
0.28
|
|
|
$
|
(0.02
|
)
|
|
$
|
0.17
|
|
Income from discontinued operations, net of tax
|
|
0.01
|
|
|
0.06
|
|
|
2.28
|
|
|
0.13
|
|
||||
Net (loss) income attributable to Diebold, Incorporated
|
|
$
|
(0.32
|
)
|
|
$
|
0.34
|
|
|
$
|
2.26
|
|
|
$
|
0.30
|
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted (loss) earnings per share
|
|
|
|
|
|
|
|
|
||||||||
(Loss) income from continuing operations, net of tax
|
|
$
|
(0.33
|
)
|
|
$
|
0.28
|
|
|
$
|
(0.02
|
)
|
|
$
|
0.17
|
|
Income from discontinued operations, net of tax
|
|
0.01
|
|
|
0.06
|
|
|
2.26
|
|
|
0.13
|
|
||||
Net (loss) income attributable to Diebold, Incorporated
|
|
$
|
(0.32
|
)
|
|
$
|
0.34
|
|
|
$
|
2.24
|
|
|
$
|
0.30
|
|
|
|
|
|
|
|
|
|
|
||||||||
Amounts attributable to Diebold, Incorporated
|
|
|
|
|
|
|
|
|
||||||||
(Loss) income before discontinued operations, net of tax
|
|
$
|
(21.6
|
)
|
|
$
|
18.0
|
|
|
$
|
(1.2
|
)
|
|
$
|
10.7
|
|
Income from discontinued operations, net of tax
|
|
0.5
|
|
|
4.2
|
|
|
148.3
|
|
|
8.7
|
|
||||
Net (loss) income attributable to Diebold, Incorporated
|
|
$
|
(21.1
|
)
|
|
$
|
22.2
|
|
|
$
|
147.1
|
|
|
$
|
19.4
|
|
|
|
|
|
|
|
|
|
|
||||||||
Common dividends declared and paid per share
|
|
$
|
0.2875
|
|
|
$
|
0.2875
|
|
|
$
|
0.5750
|
|
|
$
|
0.5750
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Net (loss) income
|
|
$
|
(20.3
|
)
|
|
$
|
23.9
|
|
|
$
|
148.2
|
|
|
$
|
18.3
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
||||||||
Translation adjustment
|
|
21.0
|
|
|
6.3
|
|
|
53.8
|
|
|
(62.1
|
)
|
||||
Foreign currency hedges (net of tax $2.1, $0.5, $4.0 and $(1.8), respectively)
|
|
(3.9
|
)
|
|
(1.0
|
)
|
|
(7.5
|
)
|
|
3.3
|
|
||||
Interest rate hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net gain recognized in other comprehensive income (net of tax $(0.1) and $(0.2) for the three and six months ended June 30, 2015, respectively)
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.3
|
|
||||
Reclassification adjustment for amounts recognized in net income
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||
|
|
—
|
|
|
0.1
|
|
|
(0.1
|
)
|
|
0.2
|
|
||||
Pension and other post-retirement benefits
|
|
|
|
|
|
|
|
|
||||||||
Net actuarial loss amortization (net of tax $(0.5), $(0.6), $(1.0) and $(1.2), respectively)
|
|
1.0
|
|
|
1.2
|
|
|
1.9
|
|
|
2.3
|
|
||||
Net prior service benefit amortization, net of tax
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
||||
|
|
1.0
|
|
|
1.1
|
|
|
1.9
|
|
|
2.2
|
|
||||
Other comprehensive income (loss), net of tax
|
|
18.1
|
|
|
6.5
|
|
|
48.1
|
|
|
(56.4
|
)
|
||||
Comprehensive (loss) income
|
|
(2.2
|
)
|
|
30.4
|
|
|
196.3
|
|
|
(38.1
|
)
|
||||
Less: comprehensive income (loss) attributable to noncontrolling interests
|
|
0.2
|
|
|
1.8
|
|
|
0.6
|
|
|
(0.8
|
)
|
||||
Comprehensive (loss) income attributable to Diebold, Incorporated
|
|
$
|
(2.4
|
)
|
|
$
|
28.6
|
|
|
$
|
195.7
|
|
|
$
|
(37.3
|
)
|
|
|
Six Months Ended
|
||||||
|
|
June 30,
|
||||||
|
|
2016
|
|
2015
|
||||
Cash flow from operating activities
|
|
|
|
|
||||
Net income
|
|
$
|
148.2
|
|
|
$
|
18.3
|
|
Income from discontinued operations, net of tax
|
|
148.3
|
|
|
8.7
|
|
||
(Loss) income from continuing operations, net of tax
|
|
(0.1
|
)
|
|
9.6
|
|
||
Adjustments to reconcile net (loss) income to cash flow used by operating activities:
|
|
|
|
|
||||
Depreciation and amortization
|
|
30.9
|
|
|
32.9
|
|
||
Share-based compensation
|
|
10.1
|
|
|
9.1
|
|
||
Excess tax benefits from share-based compensation
|
|
(0.2
|
)
|
|
(0.2
|
)
|
||
Devaluation of Venezuela balance sheet
|
|
—
|
|
|
7.5
|
|
||
Loss (gain) on sale of assets, net
|
|
0.3
|
|
|
(1.5
|
)
|
||
Impairment of assets
|
|
—
|
|
|
18.9
|
|
||
Gain on foreign currency option and forward contracts, net
|
|
(12.9
|
)
|
|
—
|
|
||
Changes in certain assets and liabilities, net of the effects of acquisition
|
|
|
|
|
||||
Trade receivables
|
|
(94.4
|
)
|
|
(127.8
|
)
|
||
Inventories
|
|
(46.4
|
)
|
|
(41.2
|
)
|
||
Prepaid income taxes
|
|
(16.7
|
)
|
|
(14.3
|
)
|
||
Other current assets
|
|
(18.1
|
)
|
|
(21.1
|
)
|
||
Accounts payable
|
|
(26.6
|
)
|
|
37.6
|
|
||
Deferred revenue
|
|
(13.0
|
)
|
|
(15.8
|
)
|
||
Deferred income taxes
|
|
6.0
|
|
|
4.4
|
|
||
Certain other assets and liabilities
|
|
(18.9
|
)
|
|
2.5
|
|
||
Net cash used by operating activities - continuing operations
|
|
(200.0
|
)
|
|
(99.4
|
)
|
||
Net cash (used) provided by operating activities - discontinued operations
|
|
(6.2
|
)
|
|
0.3
|
|
||
Net cash used by operating activities
|
|
(206.2
|
)
|
|
(99.1
|
)
|
||
Cash flow from investing activities
|
|
|
|
|
||||
Payments for acquisition, net of cash acquired
|
|
—
|
|
|
(59.4
|
)
|
||
Proceeds from maturities of investments
|
|
107.1
|
|
|
72.7
|
|
||
Proceeds from sale of foreign currency option contract
|
|
42.6
|
|
|
—
|
|
||
Payments for purchases of investments
|
|
(85.9
|
)
|
|
(74.0
|
)
|
||
Proceeds from sale of assets
|
|
0.4
|
|
|
5.5
|
|
||
Capital expenditures
|
|
(11.3
|
)
|
|
(24.7
|
)
|
||
Restricted cash, net
|
|
(1,768.1
|
)
|
|
—
|
|
||
Increase in certain other assets
|
|
(9.3
|
)
|
|
(2.6
|
)
|
||
Net cash used by investing activities - continuing operations
|
|
(1,724.5
|
)
|
|
(82.5
|
)
|
||
Net cash provided (used) by investing activities - discontinued operations
|
|
365.1
|
|
|
(0.7
|
)
|
||
Net cash used by investing activities
|
|
(1,359.4
|
)
|
|
(83.2
|
)
|
||
Cash flow from financing activities
|
|
|
|
|
||||
Dividends paid
|
|
(38.0
|
)
|
|
(37.8
|
)
|
||
Debt issuance costs
|
|
(11.2
|
)
|
|
(0.7
|
)
|
||
Restricted cash, net
|
|
(54.9
|
)
|
|
—
|
|
||
Revolving credit facility borrowings (repayments), net
|
|
142.0
|
|
|
(68.0
|
)
|
||
Other debt borrowings
|
|
1,807.0
|
|
|
271.2
|
|
||
Other debt repayments
|
|
(256.2
|
)
|
|
(42.3
|
)
|
||
Distributions to noncontrolling interest holders
|
|
(2.0
|
)
|
|
—
|
|
||
Excess tax benefits from share-based compensation
|
|
0.2
|
|
|
0.2
|
|
||
Issuance of common shares
|
|
—
|
|
|
2.8
|
|
||
Repurchase of common shares
|
|
(2.0
|
)
|
|
(2.8
|
)
|
||
Net cash provided by financing activities
|
|
1,584.9
|
|
|
122.6
|
|
||
Effect of exchange rate changes on cash and cash equivalents
|
|
4.1
|
|
|
(17.8
|
)
|
||
Increase (decrease) in cash and cash equivalents
|
|
23.4
|
|
|
(77.5
|
)
|
||
Add: Cash overdraft included in assets held for sale at beginning of period
|
|
(1.5
|
)
|
|
(4.1
|
)
|
||
Less: Cash overdraft included in assets held for sale at end of period
|
|
—
|
|
|
(4.4
|
)
|
||
Cash and cash equivalents at the beginning of the period
|
|
313.6
|
|
|
326.1
|
|
||
Cash and cash equivalents at the end of the period
|
|
$
|
335.5
|
|
|
$
|
248.9
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Numerator
|
|
|
|
|
|
|
|
|
||||||||
(Loss) income used in basic and diluted (loss) earnings per share
|
|
|
|
|
|
|
|
|
||||||||
(Loss) income from continuing operations, net of tax
|
|
$
|
(20.8
|
)
|
|
$
|
19.7
|
|
|
$
|
(0.1
|
)
|
|
$
|
9.6
|
|
Net income (loss) attributable to noncontrolling interests
|
|
0.8
|
|
|
1.7
|
|
|
1.1
|
|
|
(1.1
|
)
|
||||
(Loss) income before discontinued operations, net of tax
|
|
(21.6
|
)
|
|
18.0
|
|
|
(1.2
|
)
|
|
10.7
|
|
||||
Income from discontinued operations, net of tax
|
|
0.5
|
|
|
4.2
|
|
|
148.3
|
|
|
8.7
|
|
||||
Net (loss) income attributable to Diebold, Incorporated
|
|
$
|
(21.1
|
)
|
|
$
|
22.2
|
|
|
$
|
147.1
|
|
|
$
|
19.4
|
|
Denominator
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average number of common shares used in basic (loss) earnings per share
|
|
65.2
|
|
|
64.9
|
|
|
65.1
|
|
|
64.8
|
|
||||
Effect of dilutive shares
(1)
|
|
—
|
|
|
0.7
|
|
|
0.6
|
|
|
0.7
|
|
||||
Weighted-average number of shares used in diluted (loss) earnings per share
|
|
65.2
|
|
|
65.6
|
|
|
65.7
|
|
|
65.5
|
|
||||
Basic (loss) earnings per share
|
|
|
|
|
|
|
|
|
||||||||
(Loss) income from continuing operations, net of tax
|
|
$
|
(0.33
|
)
|
|
$
|
0.28
|
|
|
$
|
(0.02
|
)
|
|
$
|
0.17
|
|
Income from discontinued operations, net of tax
|
|
0.01
|
|
|
0.06
|
|
|
2.28
|
|
|
0.13
|
|
||||
Net (loss) income attributable to Diebold, Incorporated
|
|
$
|
(0.32
|
)
|
|
$
|
0.34
|
|
|
$
|
2.26
|
|
|
$
|
0.30
|
|
Diluted (loss) earnings per share
|
|
|
|
|
|
|
|
|
||||||||
(Loss) income from continuing operations, net of tax
|
|
$
|
(0.33
|
)
|
|
$
|
0.28
|
|
|
$
|
(0.02
|
)
|
|
$
|
0.17
|
|
Income from discontinued operations, net of tax
|
|
0.01
|
|
|
0.06
|
|
|
2.26
|
|
|
0.13
|
|
||||
Net (loss) income attributable to Diebold, Incorporated
|
|
$
|
(0.32
|
)
|
|
$
|
0.34
|
|
|
$
|
2.24
|
|
|
$
|
0.30
|
|
|
|
|
|
|
|
|
|
|
||||||||
Anti-dilutive shares
|
|
|
|
|
|
|
|
|
||||||||
Anti-dilutive shares not used in calculating diluted weighted-average shares
|
|
2.3
|
|
|
1.2
|
|
|
2.2
|
|
|
1.3
|
|
(1)
|
Incremental shares of
0.5
shares were excluded from the computation of diluted (loss) earnings per share for the three months ended
June 30, 2016
, because their effect is anti-dilutive due to the net loss attributable to Diebold, Incorporated.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Diebold, Incorporated shareholders' equity
|
|
|
|
|
|
|
|
|
||||||||
Balance at beginning of period
|
|
$
|
595.6
|
|
|
$
|
449.5
|
|
|
$
|
412.4
|
|
|
$
|
531.6
|
|
Comprehensive
(loss)
income attributable to Diebold, Incorporated
|
|
(2.4
|
)
|
|
28.6
|
|
|
195.7
|
|
|
(37.3
|
)
|
||||
Common shares
|
|
0.1
|
|
|
0.2
|
|
|
0.4
|
|
|
0.6
|
|
||||
Additional capital
|
|
4.5
|
|
|
6.4
|
|
|
9.8
|
|
|
11.3
|
|
||||
Treasury shares
|
|
(0.3
|
)
|
|
(0.2
|
)
|
|
(2.0
|
)
|
|
(2.8
|
)
|
||||
Dividends paid
|
|
(19.2
|
)
|
|
(18.9
|
)
|
|
(38.0
|
)
|
|
(37.8
|
)
|
||||
Balance at end of period
|
|
$
|
578.3
|
|
|
$
|
465.6
|
|
|
$
|
578.3
|
|
|
$
|
465.6
|
|
|
|
|
|
|
|
|
|
|
||||||||
Noncontrolling interests
|
|
|
|
|
|
|
|
|
||||||||
Balance at beginning of period
|
|
$
|
23.5
|
|
|
$
|
23.3
|
|
|
$
|
23.1
|
|
|
$
|
23.3
|
|
Comprehensive income attributable to noncontrolling interests, net
(1)
|
|
0.2
|
|
|
1.3
|
|
|
0.6
|
|
|
1.3
|
|
||||
Balance at end of period
|
|
$
|
23.7
|
|
|
$
|
24.6
|
|
|
$
|
23.7
|
|
|
$
|
24.6
|
|
(1)
|
Comprehensive income (loss) attributable to noncontrolling interests of
$1.8
and
$(0.8)
for the three and six months ended June 30, 2015, respectively, is net of a
$(0.5)
and
$2.1
Venezuela noncontrolling interest adjustment for the three and
six months ended
June 30, 2015
, respectively, to reduce the carrying value to the estimated fair market value.
|
|
|
Translation
|
|
Foreign Currency Hedges
|
|
Interest Rate Hedges
|
|
Pension and Other Post-retirement Benefits
|
|
Other
|
|
Accumulated Other Comprehensive (Loss) Income
|
||||||||||||
Balance at March 31, 2016
|
|
$
|
(183.0
|
)
|
|
$
|
1.4
|
|
|
$
|
(0.2
|
)
|
|
$
|
(106.9
|
)
|
|
$
|
0.4
|
|
|
$
|
(288.3
|
)
|
Other comprehensive income (loss) before reclassifications
(1)
|
|
21.8
|
|
|
(3.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17.9
|
|
||||||
Amounts reclassified from AOCI
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.0
|
|
|
—
|
|
|
1.0
|
|
||||||
Net current-period other comprehensive income (loss)
|
|
21.8
|
|
|
(3.9
|
)
|
|
—
|
|
|
1.0
|
|
|
—
|
|
|
18.9
|
|
||||||
Balance at June 30, 2016
|
|
$
|
(161.2
|
)
|
|
$
|
(2.5
|
)
|
|
$
|
(0.2
|
)
|
|
$
|
(105.9
|
)
|
|
$
|
0.4
|
|
|
$
|
(269.4
|
)
|
(1)
|
Other comprehensive income (loss) before reclassifications within the translation component excludes
$(0.8)
of translation attributable to noncontrolling interests.
|
|
|
Translation
|
|
Foreign Currency Hedges
|
|
Interest Rate Hedges
|
|
Pension and Other Post-retirement Benefits
|
|
Other
|
|
Accumulated Other Comprehensive (Loss) Income
|
||||||||||||
Balance at March 31, 2015
|
|
$
|
(143.5
|
)
|
|
$
|
2.9
|
|
|
$
|
(0.4
|
)
|
|
$
|
(112.9
|
)
|
|
$
|
0.3
|
|
|
$
|
(253.6
|
)
|
Other comprehensive income (loss) before reclassifications
(1)
|
|
6.2
|
|
|
(1.0
|
)
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
5.3
|
|
||||||
Amounts reclassified from AOCI
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
|
—
|
|
|
1.1
|
|
||||||
Net current-period other comprehensive income (loss)
|
|
6.2
|
|
|
(1.0
|
)
|
|
0.1
|
|
|
1.1
|
|
|
—
|
|
|
6.4
|
|
||||||
Balance at June 30, 2015
|
|
$
|
(137.3
|
)
|
|
$
|
1.9
|
|
|
$
|
(0.3
|
)
|
|
$
|
(111.8
|
)
|
|
$
|
0.3
|
|
|
$
|
(247.2
|
)
|
(1)
|
Other comprehensive income (loss) before reclassifications within the translation component excludes
$0.1
of translation attributable to noncontrolling interests.
|
|
|
Translation
|
|
Foreign Currency Hedges
|
|
Interest Rate Hedges
|
|
Pension and Other Post-retirement Benefits
|
|
Other
|
|
Accumulated Other Comprehensive (Loss) Income
|
||||||||||||
Balance at January 1, 2016
|
|
$
|
(215.6
|
)
|
|
$
|
5.0
|
|
|
$
|
(0.1
|
)
|
|
$
|
(107.8
|
)
|
|
$
|
0.4
|
|
|
$
|
(318.1
|
)
|
Other comprehensive income (loss) before reclassifications
(1)
|
|
54.4
|
|
|
(7.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
46.9
|
|
||||||
Amounts reclassified from AOCI
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
1.9
|
|
|
—
|
|
|
1.8
|
|
||||||
Net current-period other comprehensive income (loss)
|
|
54.4
|
|
|
(7.5
|
)
|
|
(0.1
|
)
|
|
1.9
|
|
|
—
|
|
|
48.7
|
|
||||||
Balance at June 30, 2016
|
|
$
|
(161.2
|
)
|
|
$
|
(2.5
|
)
|
|
$
|
(0.2
|
)
|
|
$
|
(105.9
|
)
|
|
$
|
0.4
|
|
|
$
|
(269.4
|
)
|
(1)
|
Other comprehensive income (loss) before reclassifications within the translation component excludes
$(0.6)
of translation attributable to noncontrolling interests.
|
|
|
Translation
|
|
Foreign Currency Hedges
|
|
Interest Rate Hedges
|
|
Pension and Other Post-retirement Benefits
|
|
Other
|
|
Accumulated Other Comprehensive (Loss) Income
|
||||||||||||
Balance at January 1, 2015
|
|
$
|
(74.9
|
)
|
|
$
|
(1.4
|
)
|
|
$
|
(0.5
|
)
|
|
$
|
(114.0
|
)
|
|
$
|
0.3
|
|
|
$
|
(190.5
|
)
|
Other comprehensive (loss) income before reclassifications
(1)
|
|
(62.4
|
)
|
|
3.3
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
(58.8
|
)
|
||||||
Amounts reclassified from AOCI
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
2.2
|
|
|
—
|
|
|
2.1
|
|
||||||
Net current-period other comprehensive (loss) income
|
|
(62.4
|
)
|
|
3.3
|
|
|
0.2
|
|
|
2.2
|
|
|
—
|
|
|
(56.7
|
)
|
||||||
Balance at June 30, 2015
|
|
$
|
(137.3
|
)
|
|
$
|
1.9
|
|
|
$
|
(0.3
|
)
|
|
$
|
(111.8
|
)
|
|
$
|
0.3
|
|
|
$
|
(247.2
|
)
|
(1)
|
Other comprehensive (loss) income before reclassifications within the translation component excludes
$0.3
of translation attributable to noncontrolling interests.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|
Affected Line Item in the Statement of Operations
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
|||||||||
Interest rate hedges
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(0.1
|
)
|
|
$
|
(0.1
|
)
|
|
Interest expense
|
Pension and post-retirement benefits:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Net actuarial loss amortization (net of tax $(0.5), $(0.6), $(1.0) and $(1.2), respectively)
|
|
1.0
|
|
|
1.2
|
|
|
1.9
|
|
|
2.3
|
|
|
(1)
|
||||
Net prior service benefit amortization, net of tax
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|
(1)
|
||||
|
|
1.0
|
|
|
1.1
|
|
|
1.9
|
|
|
2.2
|
|
|
|
||||
Total reclassifications for the period
|
|
$
|
1.0
|
|
|
$
|
1.1
|
|
|
$
|
1.8
|
|
|
$
|
2.1
|
|
|
|
(1)
|
Pension and other post-retirement benefits AOCI components are included in the computation of net periodic benefit cost (refer to note 12).
|
|
|
Number of
Shares |
|
Weighted-
Average Exercise Price |
|
Weighted-
Average Remaining Contractual Term |
|
Aggregate
Intrinsic Value (1) |
|||||
|
|
|
|
(per share)
|
|
(in years)
|
|
|
|||||
Outstanding at January 1, 2016
|
|
1.7
|
|
|
$
|
34.21
|
|
|
|
|
|
||
Expired or forfeited
|
|
(0.2
|
)
|
|
$
|
39.30
|
|
|
|
|
|
||
Granted
|
|
0.5
|
|
|
$
|
27.39
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
2.0
|
|
|
$
|
32.09
|
|
|
8
|
|
$
|
—
|
|
Options exercisable at June 30, 2016
|
|
1.1
|
|
|
$
|
33.87
|
|
|
6
|
|
$
|
—
|
|
Options vested and expected to vest at June 30, 2016 (2)
|
|
1.9
|
|
|
$
|
32.17
|
|
|
7
|
|
$
|
—
|
|
(1)
|
The aggregate intrinsic value (the difference between the closing price of the Company’s common shares on the last trading day of the second quarter of
2016
and the exercise price, multiplied by the number of “in-the-money” options) that would have been received by the option holders had all option holders exercised their options on
June 30, 2016
. The amount of aggregate intrinsic value will change based on the fair market value of the Company’s common shares.
|
(2)
|
The options expected to vest are the result of applying the pre-vesting forfeiture rate assumption to total outstanding non-vested options.
|
|
|
Number of
Shares |
|
Weighted-Average
Grant-Date Fair Value |
|||
|
|
|
|
(per share)
|
|||
RSUs:
|
|
|
|
|
|||
Non-vested at January 1, 2016
|
|
0.9
|
|
|
$
|
32.53
|
|
Forfeited
|
|
(0.1
|
)
|
|
$
|
31.74
|
|
Vested
|
|
(0.2
|
)
|
|
$
|
31.71
|
|
Granted
|
|
0.5
|
|
|
$
|
27.13
|
|
Non-vested at June 30, 2016
|
|
1.1
|
|
|
$
|
30.12
|
|
Performance Shares:
|
|
|
|
|
|||
Non-vested at January 1, 2016
|
|
0.8
|
|
|
$
|
34.06
|
|
Forfeited
|
|
—
|
|
|
$
|
32.58
|
|
Vested
|
|
(0.2
|
)
|
|
$
|
29.35
|
|
Granted
|
|
0.6
|
|
|
$
|
27.26
|
|
Non-vested at June 30, 2016
|
|
1.2
|
|
|
$
|
31.48
|
|
|
|
Cost Basis
|
|
Unrealized Gain
|
|
Fair Value
|
||||||
As of June 30, 2016
|
|
|
|
|
|
|
||||||
Short-term investments
|
|
|
|
|
|
|
||||||
Certificates of deposit
|
|
$
|
26.6
|
|
|
$
|
—
|
|
|
$
|
26.6
|
|
Long-term investments
|
|
|
|
|
|
|
||||||
Assets held in a rabbi trust
|
|
$
|
7.7
|
|
|
$
|
0.4
|
|
|
$
|
8.1
|
|
|
|
|
|
|
|
|
||||||
As of December 31, 2015
|
|
|
|
|
|
|
||||||
Short-term investments
|
|
|
|
|
|
|
||||||
Certificates of deposit
|
|
$
|
39.9
|
|
|
$
|
—
|
|
|
$
|
39.9
|
|
Long-term investments
|
|
|
|
|
|
|
||||||
Assets held in a rabbi trust
|
|
$
|
9.3
|
|
|
$
|
—
|
|
|
$
|
9.3
|
|
|
|
Finance
Leases |
|
Notes
Receivable |
|
Total
|
||||||
Allowance for credit losses
|
|
|
|
|
|
|
||||||
Balance at January 1, 2016
|
|
$
|
0.5
|
|
|
$
|
4.1
|
|
|
$
|
4.6
|
|
Provision for credit losses
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Balance at June 30, 2016
|
|
$
|
0.5
|
|
|
$
|
4.1
|
|
|
$
|
4.6
|
|
|
|
|
|
|
|
|
||||||
Balance at January 1, 2015
|
|
$
|
0.4
|
|
|
$
|
4.1
|
|
|
$
|
4.5
|
|
Provision for credit losses
|
|
0.3
|
|
|
—
|
|
|
0.3
|
|
|||
Write-offs
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|||
Balance at June 30, 2015
|
|
$
|
0.6
|
|
|
$
|
4.1
|
|
|
$
|
4.7
|
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||
30-59 days past due
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
60-89 days past due
|
|
—
|
|
|
—
|
|
||
> 89 days past due
(1)
|
|
3.8
|
|
|
3.0
|
|
||
Total past due
|
|
$
|
3.9
|
|
|
$
|
3.1
|
|
(1)
|
Past due notes receivable balances greater than 89 days are fully reserved.
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||
Finished goods
|
|
$
|
180.1
|
|
|
$
|
145.8
|
|
Service parts
|
|
155.8
|
|
|
155.7
|
|
||
Raw materials and work in process
|
|
94.9
|
|
|
67.8
|
|
||
Total inventories
|
|
$
|
430.8
|
|
|
$
|
369.3
|
|
|
NA
|
|
AP
|
|
EMEA
|
|
LA
|
|
Total
|
||||||||||
Goodwill
|
$
|
76.4
|
|
|
$
|
40.0
|
|
|
$
|
168.7
|
|
|
$
|
143.7
|
|
|
$
|
428.8
|
|
Accumulated impairment losses
|
(13.2
|
)
|
|
—
|
|
|
(168.7
|
)
|
|
(108.8
|
)
|
|
(290.7
|
)
|
|||||
Balance at January 1, 2015
|
$
|
63.2
|
|
|
$
|
40.0
|
|
|
$
|
—
|
|
|
$
|
34.9
|
|
|
$
|
138.1
|
|
Goodwill acquired
|
39.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
39.7
|
|
|||||
Currency translation adjustment
|
(3.4
|
)
|
|
(2.4
|
)
|
|
—
|
|
|
(10.5
|
)
|
|
(16.3
|
)
|
|||||
Goodwill
|
$
|
112.7
|
|
|
$
|
37.6
|
|
|
$
|
168.7
|
|
|
$
|
133.2
|
|
|
$
|
452.2
|
|
Accumulated impairment losses
|
(13.2
|
)
|
|
—
|
|
|
(168.7
|
)
|
|
(108.8
|
)
|
|
(290.7
|
)
|
|||||
Balance at December 31, 2015
|
$
|
99.5
|
|
|
$
|
37.6
|
|
|
$
|
—
|
|
|
$
|
24.4
|
|
|
$
|
161.5
|
|
Goodwill adjustment
|
(0.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|||||
Currency translation adjustment
|
3.3
|
|
|
0.3
|
|
|
—
|
|
|
4.6
|
|
|
8.2
|
|
|||||
Goodwill
|
115.5
|
|
|
37.9
|
|
|
168.7
|
|
|
137.8
|
|
|
459.9
|
|
|||||
Accumulated impairment losses
|
(13.2
|
)
|
|
—
|
|
|
(168.7
|
)
|
|
(108.8
|
)
|
|
(290.7
|
)
|
|||||
Balance at June 30, 2016
|
$
|
102.3
|
|
|
$
|
37.9
|
|
|
$
|
—
|
|
|
$
|
29.0
|
|
|
$
|
169.2
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||||||||
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
|
Gross
Carrying Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
||||||||||||
Internally-developed
software
|
$
|
97.6
|
|
|
$
|
(49.1
|
)
|
|
$
|
48.5
|
|
|
$
|
92.4
|
|
|
$
|
(48.5
|
)
|
|
$
|
43.9
|
|
Other intangibles
|
37.1
|
|
|
(17.7
|
)
|
|
19.4
|
|
|
36.7
|
|
|
(16.3
|
)
|
|
20.4
|
|
||||||
Total
|
$
|
134.7
|
|
|
$
|
(66.8
|
)
|
|
$
|
67.9
|
|
|
$
|
129.1
|
|
|
$
|
(64.8
|
)
|
|
$
|
64.3
|
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||
Notes payable
|
|
|
|
|
||||
Uncommitted lines of credit
|
|
$
|
16.0
|
|
|
$
|
19.2
|
|
Term loans
|
|
21.3
|
|
|
11.5
|
|
||
Other
|
|
1.7
|
|
|
1.3
|
|
||
|
|
$
|
39.0
|
|
|
$
|
32.0
|
|
Long-term debt
|
|
|
|
|
||||
Revolving credit facility
|
|
$
|
310.0
|
|
|
$
|
168.0
|
|
Term loans
|
|
1,591.5
|
|
|
218.5
|
|
||
2016 Senior Notes
|
|
400.0
|
|
|
—
|
|
||
2006 Senior Notes
|
|
—
|
|
|
225.0
|
|
||
Other
|
|
0.8
|
|
|
1.6
|
|
||
Long-term deferred financing fees
|
|
(28.3
|
)
|
|
(6.9
|
)
|
||
|
|
$
|
2,274.0
|
|
|
$
|
606.2
|
|
|
|
Six Months Ended
|
||||||
|
|
June 30, 2016
|
||||||
|
|
June 30, 2016
|
|
June 30, 2015
|
||||
Revolving credit facility borrowings (repayments), net
|
|
$
|
142.0
|
|
|
$
|
(68.0
|
)
|
|
|
|
|
|
||||
Proceeds from Term Loan A Facility under the Credit Agreement
|
|
$
|
—
|
|
|
$
|
230.0
|
|
Proceeds from Term Loan B Facility ($1,000.0) under the Credit Agreement
|
|
990.0
|
|
|
—
|
|
||
Proceeds from Term Loan B Facility (€350.0) under the Credit Agreement
|
|
398.1
|
|
|
—
|
|
||
Proceeds from 2016 Senior Notes
|
|
393.0
|
|
|
—
|
|
||
International short-term uncommitted lines of credit borrowings
|
|
25.9
|
|
|
41.2
|
|
||
Other debt borrowings
|
|
$
|
1,807.0
|
|
|
$
|
271.2
|
|
|
|
|
|
|
||||
Payments on 2006 Senior Notes
|
|
$
|
(225.0
|
)
|
|
$
|
—
|
|
Payments on Term Loan A Facility under the Credit Agreement
|
|
(5.8
|
)
|
|
—
|
|
||
International short-term uncommitted lines of credit and other repayments
|
|
(25.4
|
)
|
|
(42.3
|
)
|
||
Other debt repayments
|
|
$
|
(256.2
|
)
|
|
$
|
(42.3
|
)
|
Financing and Replacement Facilities
|
|
Interest Rate
Index and Margin
|
|
Maturity/Termination Dates
|
|
Term (Years)
|
Credit Agreement facilities
|
|
|
|
|
|
|
Revolving Facility
|
|
LIBOR + 2.00%
|
|
December 2020
|
|
5
|
Term Loan A Facility
|
|
LIBOR + 2.00%
|
|
December 2020
|
|
5
|
Delayed Draw Term Loan A
|
|
LIBOR + 2.00%
|
|
December 2020
|
|
5
|
Term Loan B Facility ($1,000.0)
|
|
LIBOR
(i)
+ 4.50%
|
|
November 2023
|
|
7.5
|
Term Loan B Facility (€350.0)
|
|
EURIBOR
(ii)
+ 4.25%
|
|
November 2023
|
|
7.5
|
2016 Senior Notes
|
|
8.5%
|
|
April 2024
|
|
8
|
(i)
|
LIBOR with a floor of 0.75%
.
|
(ii)
|
EURIBOR with a floor of 0.75%
.
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Components of net periodic benefit cost
|
|
|
|
|
|
|
|
|
||||||||
Service cost
|
|
$
|
0.9
|
|
|
$
|
0.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest cost
|
|
6.2
|
|
|
6.0
|
|
|
0.1
|
|
|
0.2
|
|
||||
Expected return on plan assets
|
|
(6.8
|
)
|
|
(6.8
|
)
|
|
—
|
|
|
—
|
|
||||
Amortization of prior service benefit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
||||
Recognized net actuarial loss
|
|
1.4
|
|
|
1.6
|
|
|
—
|
|
|
0.1
|
|
||||
Net periodic pension benefit cost
|
|
$
|
1.7
|
|
|
$
|
1.7
|
|
|
$
|
0.1
|
|
|
$
|
0.2
|
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Components of net periodic benefit cost
|
|
|
|
|
|
|
|
|
||||||||
Service cost
|
|
$
|
1.8
|
|
|
$
|
1.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest cost
|
|
12.4
|
|
|
11.9
|
|
|
0.2
|
|
|
0.3
|
|
||||
Expected return on plan assets
|
|
(13.5
|
)
|
|
(13.5
|
)
|
|
—
|
|
|
—
|
|
||||
Amortization of prior service benefit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
||||
Recognized net actuarial loss
|
|
2.8
|
|
|
3.3
|
|
|
0.1
|
|
|
0.2
|
|
||||
Net periodic pension benefit cost
|
|
$
|
3.5
|
|
|
$
|
3.5
|
|
|
$
|
0.3
|
|
|
$
|
0.4
|
|
|
|
2016
|
|
2015
|
||||
Balance at January 1
|
|
$
|
73.6
|
|
|
$
|
113.3
|
|
Current period accruals
|
|
6.2
|
|
|
18.7
|
|
||
Current period settlements
|
|
(20.6
|
)
|
|
(24.7
|
)
|
||
Currency translation adjustment
|
|
7.9
|
|
|
(11.9
|
)
|
||
Balance at June 30
|
|
$
|
67.1
|
|
|
$
|
95.4
|
|
Derivative instrument
|
|
Classification on consolidated statements of operations
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||
Cash flow hedges
|
|
Interest expense
|
|
$
|
(2.1
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(3.1
|
)
|
|
$
|
(2.1
|
)
|
(Loss) gain on foreign currency option contracts - acquisition related
|
|
Miscellaneous, net
|
|
(0.9
|
)
|
|
—
|
|
|
35.6
|
|
|
—
|
|
||||
Foreign exchange forward contracts
|
|
Foreign exchange loss, net
|
|
4.1
|
|
|
(2.1
|
)
|
|
0.3
|
|
|
2.9
|
|
||||
Foreign exchange forward contracts - acquisition related
|
|
Miscellaneous, net
|
|
(22.7
|
)
|
|
—
|
|
|
(22.7
|
)
|
|
—
|
|
||||
Total
|
|
|
|
$
|
(21.6
|
)
|
|
$
|
(2.9
|
)
|
|
$
|
10.1
|
|
|
$
|
0.8
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Cost of sales – services
|
|
$
|
1.4
|
|
|
$
|
1.1
|
|
|
$
|
1.7
|
|
|
$
|
1.1
|
|
Cost of sales – products
|
|
—
|
|
|
1.3
|
|
|
—
|
|
|
1.3
|
|
||||
Selling and administrative expense
|
|
3.5
|
|
|
4.7
|
|
|
3.6
|
|
|
7.2
|
|
||||
Research, development and engineering expense
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
0.6
|
|
||||
Total
|
|
$
|
5.0
|
|
|
$
|
7.1
|
|
|
$
|
5.4
|
|
|
$
|
10.2
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Severance
|
|
|
|
|
|
|
|
|
||||||||
NA
(1)
|
|
$
|
1.9
|
|
|
$
|
3.1
|
|
|
$
|
1.9
|
|
|
$
|
4.6
|
|
AP
|
|
—
|
|
|
0.2
|
|
|
—
|
|
|
0.2
|
|
||||
EMEA
|
|
0.5
|
|
|
2.1
|
|
|
0.6
|
|
|
3.0
|
|
||||
LA
|
|
2.6
|
|
|
1.7
|
|
|
2.9
|
|
|
2.4
|
|
||||
Total severance
|
|
$
|
5.0
|
|
|
$
|
7.1
|
|
|
$
|
5.4
|
|
|
$
|
10.2
|
|
|
Severance
|
|
Other
|
|
Total
|
||||||
Cumulative total restructuring costs for the multi-year transformation plan
|
|
|
|
|
|
||||||
NA
(1)
|
$
|
69.8
|
|
|
$
|
2.0
|
|
|
$
|
71.8
|
|
AP
|
3.8
|
|
|
0.6
|
|
|
4.4
|
|
|||
EMEA
|
6.2
|
|
|
0.9
|
|
|
7.1
|
|
|||
LA
|
22.9
|
|
|
—
|
|
|
22.9
|
|
|||
Total
|
$
|
102.7
|
|
|
$
|
3.5
|
|
|
$
|
106.2
|
|
|
|
2016
|
|
2015
|
||||
Balance at January 1
|
|
$
|
4.7
|
|
|
$
|
7.6
|
|
Liabilities incurred
|
|
5.4
|
|
|
10.2
|
|
||
Liabilities paid/settled
|
|
(4.8
|
)
|
|
(10.1
|
)
|
||
Balance at June 30
|
|
$
|
5.3
|
|
|
$
|
7.7
|
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||||||||
|
|
|
|
Fair Value Measurements Using
|
|
|
|
Fair Value Measurements Using
|
||||||||||||||||
|
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Fair Value
|
|
Level 1
|
|
Level 2
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Short-term investments
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Certificates of deposit
|
|
$
|
26.6
|
|
|
$
|
26.6
|
|
|
$
|
—
|
|
|
$
|
39.9
|
|
|
$
|
39.9
|
|
|
$
|
—
|
|
Restricted cash
|
|
1,823.0
|
|
|
1,823.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Assets held in rabbi trusts
|
|
8.1
|
|
|
8.1
|
|
|
—
|
|
|
9.3
|
|
|
9.3
|
|
|
—
|
|
||||||
Foreign exchange forward contracts
|
|
4.1
|
|
|
—
|
|
|
4.1
|
|
|
3.5
|
|
|
—
|
|
|
3.5
|
|
||||||
Foreign currency option contracts
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7.0
|
|
|
—
|
|
|
7.0
|
|
||||||
Total
|
|
$
|
1,861.8
|
|
|
$
|
1,857.7
|
|
|
$
|
4.1
|
|
|
$
|
59.7
|
|
|
$
|
49.2
|
|
|
$
|
10.5
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Deferred compensation
|
|
$
|
8.1
|
|
|
$
|
8.1
|
|
|
$
|
—
|
|
|
$
|
9.3
|
|
|
$
|
9.3
|
|
|
$
|
—
|
|
Foreign exchange forward contracts
(1)
|
|
28.9
|
|
|
—
|
|
|
28.9
|
|
|
1.5
|
|
|
—
|
|
|
1.5
|
|
||||||
Total
|
|
$
|
37.0
|
|
|
$
|
8.1
|
|
|
$
|
28.9
|
|
|
$
|
10.8
|
|
|
$
|
9.3
|
|
|
$
|
1.5
|
|
(1)
|
Fair value of the foreign exchange forward contracts includes
$22.7
in non-designated contracts, which are included in net income, and
$6.2
in designated contracts, which are included in other comprehensive income for the
six months ended
June 30, 2016
.
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||
|
|
Fair Value
|
|
Carrying
Value |
|
Fair Value
|
|
Carrying
Value |
||||||||
Notes payable
|
|
$
|
39.0
|
|
|
$
|
39.0
|
|
|
$
|
32.0
|
|
|
$
|
32.0
|
|
Long-term debt
|
|
2,270.0
|
|
|
2,274.0
|
|
|
613.0
|
|
|
606.2
|
|
||||
Total debt instruments
|
|
$
|
2,309.0
|
|
|
$
|
2,313.0
|
|
|
$
|
645.0
|
|
|
$
|
638.2
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenue summary by segment
|
|
|
|
|
|
|
|
|
||||||||
NA
|
|
$
|
275.2
|
|
|
$
|
302.5
|
|
|
$
|
526.9
|
|
|
$
|
561.7
|
|
AP
|
|
85.5
|
|
|
109.4
|
|
|
166.0
|
|
|
219.9
|
|
||||
EMEA
|
|
106.5
|
|
|
106.1
|
|
|
192.1
|
|
|
192.9
|
|
||||
LA
|
|
112.8
|
|
|
126.5
|
|
|
204.6
|
|
|
244.8
|
|
||||
Total revenue
|
|
$
|
580.0
|
|
|
$
|
644.5
|
|
|
$
|
1,089.6
|
|
|
$
|
1,219.3
|
|
|
|
|
|
|
|
|
|
|
||||||||
Intersegment revenue
|
|
|
|
|
|
|
|
|
||||||||
NA
|
|
$
|
12.7
|
|
|
$
|
23.4
|
|
|
$
|
30.6
|
|
|
$
|
44.5
|
|
AP
|
|
26.2
|
|
|
40.3
|
|
|
46.1
|
|
|
59.7
|
|
||||
EMEA
|
|
19.7
|
|
|
24.1
|
|
|
47.4
|
|
|
35.2
|
|
||||
LA
|
|
0.1
|
|
|
0.1
|
|
|
0.2
|
|
|
0.2
|
|
||||
Total intersegment revenue
|
|
$
|
58.7
|
|
|
$
|
87.9
|
|
|
$
|
124.3
|
|
|
$
|
139.6
|
|
|
|
|
|
|
|
|
|
|
||||||||
Segment operating profit
|
|
|
|
|
|
|
|
|
||||||||
NA
|
|
$
|
63.0
|
|
|
$
|
66.8
|
|
|
$
|
116.4
|
|
|
$
|
127.9
|
|
AP
|
|
6.2
|
|
|
14.3
|
|
|
14.9
|
|
|
32.5
|
|
||||
EMEA
|
|
16.2
|
|
|
14.1
|
|
|
26.6
|
|
|
26.5
|
|
||||
LA
|
|
13.8
|
|
|
13.2
|
|
|
20.8
|
|
|
16.3
|
|
||||
Total segment operating profit
|
|
99.2
|
|
|
108.4
|
|
|
178.7
|
|
|
203.2
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Corporate charges not allocated to segments
(1)
|
|
(65.7
|
)
|
|
(72.4
|
)
|
|
(136.4
|
)
|
|
(143.1
|
)
|
||||
Asset impairment charges
|
|
—
|
|
|
0.5
|
|
|
—
|
|
|
(18.9
|
)
|
||||
Restructuring charges
|
|
(5.0
|
)
|
|
(7.1
|
)
|
|
(5.4
|
)
|
|
(10.2
|
)
|
||||
Net non-routine expense
|
|
(18.2
|
)
|
|
(5.4
|
)
|
|
(32.3
|
)
|
|
(10.0
|
)
|
||||
|
|
(88.9
|
)
|
|
(84.4
|
)
|
|
(174.1
|
)
|
|
(182.2
|
)
|
||||
Operating profit
|
|
10.3
|
|
|
24.0
|
|
|
4.6
|
|
|
21.0
|
|
||||
Other (expense) income
|
|
(46.0
|
)
|
|
(1.2
|
)
|
|
(20.4
|
)
|
|
(11.7
|
)
|
||||
(Loss) income from continuing operations before taxes
|
|
$
|
(35.7
|
)
|
|
$
|
22.8
|
|
|
$
|
(15.8
|
)
|
|
$
|
9.3
|
|
(1)
|
Corporate charges not allocated to segments include headquarter-based costs associated with manufacturing administration, procurement, human resources, compensation and benefits, finance and accounting, global development/engineering, global strategy/mergers and acquisitions, global information technology, tax, treasury and legal.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Segment depreciation and amortization expense
|
|
|
|
|
|
|
|
|
||||||||
NA
|
|
$
|
3.1
|
|
|
$
|
2.1
|
|
|
$
|
6.0
|
|
|
$
|
3.9
|
|
AP
|
|
1.6
|
|
|
1.8
|
|
|
3.3
|
|
|
3.4
|
|
||||
EMEA
|
|
0.9
|
|
|
0.8
|
|
|
1.7
|
|
|
1.6
|
|
||||
LA
|
|
1.6
|
|
|
1.0
|
|
|
3.2
|
|
|
3.9
|
|
||||
Total segment depreciation and amortization expense
|
|
7.2
|
|
|
5.7
|
|
|
14.2
|
|
|
12.8
|
|
||||
Corporate depreciation and amortization expense
|
|
8.7
|
|
|
11.0
|
|
|
16.7
|
|
|
20.1
|
|
||||
Total depreciation and amortization expense
|
|
$
|
15.9
|
|
|
$
|
16.7
|
|
|
$
|
30.9
|
|
|
$
|
32.9
|
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||
Segment property, plant and equipment, at cost
|
|
|
|
|
||||
NA
|
|
$
|
110.8
|
|
|
$
|
110.7
|
|
AP
|
|
54.0
|
|
|
53.3
|
|
||
EMEA
|
|
36.8
|
|
|
35.2
|
|
||
LA
|
|
61.7
|
|
|
51.9
|
|
||
Total segment property, plant and equipment, at cost
|
|
263.3
|
|
|
251.1
|
|
||
Corporate property plant and equipment, at cost, not allocated to segments
|
|
350.5
|
|
|
357.9
|
|
||
Total property, plant and equipment, at cost
|
|
$
|
613.8
|
|
|
$
|
609.0
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Financial self-service
|
|
|
|
|
|
|
|
|
||||||||
Services
|
|
$
|
304.6
|
|
|
$
|
299.0
|
|
|
$
|
593.9
|
|
|
$
|
590.2
|
|
Products
|
|
188.5
|
|
|
268.9
|
|
|
345.7
|
|
|
472.7
|
|
||||
Total financial self-service
|
|
493.1
|
|
|
567.9
|
|
|
939.6
|
|
|
1,062.9
|
|
||||
Security
|
|
|
|
|
|
|
|
|
||||||||
Services
|
|
51.9
|
|
|
53.9
|
|
|
99.3
|
|
|
104.3
|
|
||||
Products
|
|
19.3
|
|
|
21.0
|
|
|
33.0
|
|
|
40.1
|
|
||||
Total security
|
|
71.2
|
|
|
74.9
|
|
|
132.3
|
|
|
144.4
|
|
||||
Total financial self-service and security
|
|
564.3
|
|
|
642.8
|
|
|
1,071.9
|
|
|
1,207.3
|
|
||||
Brazil other
|
|
15.7
|
|
|
1.7
|
|
|
17.7
|
|
|
12.0
|
|
||||
|
|
$
|
580.0
|
|
|
$
|
644.5
|
|
|
$
|
1,089.6
|
|
|
$
|
1,219.3
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Net sales
|
|
|
|
|
|
|
|
|
||||||||
Services
|
|
$
|
—
|
|
|
$
|
57.2
|
|
|
$
|
16.3
|
|
|
$
|
109.6
|
|
Products
|
|
—
|
|
|
31.6
|
|
|
8.5
|
|
|
59.9
|
|
||||
|
|
—
|
|
|
88.8
|
|
|
24.8
|
|
|
169.5
|
|
||||
Cost of sales
|
|
|
|
|
|
|
|
|
||||||||
Services
|
|
—
|
|
|
46.5
|
|
|
15.1
|
|
|
89.5
|
|
||||
Products
|
|
—
|
|
|
25.6
|
|
|
6.9
|
|
|
47.3
|
|
||||
|
|
—
|
|
|
72.1
|
|
|
22.0
|
|
|
136.8
|
|
||||
Gross profit
|
|
—
|
|
|
16.7
|
|
|
2.8
|
|
|
32.7
|
|
||||
Selling and administrative expense
|
|
—
|
|
|
10.0
|
|
|
4.8
|
|
|
19.4
|
|
||||
Income (loss) from discontinued operations before taxes
|
|
—
|
|
|
6.7
|
|
|
(2.0
|
)
|
|
13.3
|
|
||||
Income tax expense (benefit)
|
|
—
|
|
|
2.5
|
|
|
(0.7
|
)
|
|
4.6
|
|
||||
|
|
—
|
|
|
4.2
|
|
|
(1.3
|
)
|
|
8.7
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Gain on sale of discontinued operations before taxes
|
|
—
|
|
|
—
|
|
|
243.3
|
|
|
—
|
|
||||
Income tax (benefit) expense
|
|
(0.5
|
)
|
|
—
|
|
|
93.7
|
|
|
—
|
|
||||
Gain on sale of discontinued operations, net of tax
|
|
0.5
|
|
|
—
|
|
|
149.6
|
|
|
—
|
|
||||
Income from discontinued operations, net of tax
|
|
$
|
0.5
|
|
|
$
|
4.2
|
|
|
$
|
148.3
|
|
|
$
|
8.7
|
|
•
|
Cost - Streamline the cost structure and improve near-term delivery and execution.
|
•
|
Cash - Generate increased free cash flow in order to fund the investments necessary to drive profitable growth, while preserving the ability to return value to shareholders in the form of dividends and, as appropriate, share repurchases.
|
•
|
Talent - Attract and retain the talent necessary to drive innovation and the focused execution of the transformation strategy.
|
•
|
Growth - Return the Company to a sustainable, profitable growth trajectory.
|
•
|
demand for services and software, including managed services and professional services;
|
•
|
timing of self-service equipment upgrades and/or replacement cycles;
|
•
|
demand for products and solutions related to bank branch automation opportunities;
|
•
|
demand for security products and services for the financial and commercial sectors; and
|
•
|
high levels of deployment growth for new self-service products in emerging markets.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||||||||||
|
|
Amount
|
|
% of
Net sales
|
|
Amount
|
|
% of
Net sales
|
|
Amount
|
|
% of
Net sales
|
|
Amount
|
|
% of
Net sales |
||||||||||
Net sales
|
|
$
|
580.0
|
|
|
100.0
|
|
|
$
|
644.5
|
|
|
100.0
|
|
$
|
1,089.6
|
|
|
100.0
|
|
$
|
1,219.3
|
|
|
100.0
|
|
Gross profit
|
|
$
|
155.1
|
|
|
26.7
|
|
|
$
|
170.7
|
|
|
26.5
|
|
$
|
293.9
|
|
|
27.0
|
|
$
|
330.0
|
|
|
27.1
|
|
Operating expenses
|
|
$
|
144.8
|
|
|
25.0
|
|
|
$
|
146.7
|
|
|
22.8
|
|
$
|
289.3
|
|
|
26.6
|
|
$
|
309.0
|
|
|
25.3
|
|
Operating profit
|
|
$
|
10.3
|
|
|
1.8
|
|
|
$
|
24.0
|
|
|
3.7
|
|
$
|
4.6
|
|
|
0.4
|
|
$
|
21.0
|
|
|
1.7
|
|
Net (loss) income
|
|
$
|
(20.3
|
)
|
|
(3.5
|
)
|
|
$
|
23.9
|
|
|
3.7
|
|
$
|
148.2
|
|
|
13.6
|
|
$
|
18.3
|
|
|
1.5
|
|
Net income (loss) attributable to noncontrolling interests
|
|
$
|
0.8
|
|
|
0.1
|
|
|
$
|
1.7
|
|
|
0.3
|
|
$
|
1.1
|
|
|
0.1
|
|
$
|
(1.1
|
)
|
|
(0.1
|
)
|
Net (loss) income attributable to Diebold, Incorporated
|
|
$
|
(21.1
|
)
|
|
(3.6
|
)
|
|
$
|
22.2
|
|
|
3.4
|
|
$
|
147.1
|
|
|
13.5
|
|
$
|
19.4
|
|
|
1.6
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||||||||
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
|
% Change
|
||||||||||
Financial self-service
|
|
$
|
493.1
|
|
|
$
|
567.9
|
|
|
(13.2
|
)
|
|
$
|
939.6
|
|
|
$
|
1,062.9
|
|
|
(11.6
|
)
|
Security
|
|
71.2
|
|
|
74.9
|
|
|
(4.9
|
)
|
|
132.3
|
|
|
144.4
|
|
|
(8.4
|
)
|
||||
Brazil other
|
|
15.7
|
|
|
1.7
|
|
|
N/M
|
|
|
17.7
|
|
|
12.0
|
|
|
47.5
|
|
||||
Net sales
|
|
$
|
580.0
|
|
|
$
|
644.5
|
|
|
(10.0
|
)
|
|
$
|
1,089.6
|
|
|
$
|
1,219.3
|
|
|
(10.6
|
)
|
•
|
NA FSS sales in the three and six months ended June 30, 2016 decreased $26.0 and $29.1 or 10.6 and 6.5 percent, respectively, compared to the prior year periods. Unfavorable currency impact of $1.7 and $4.1 negatively influenced the three and six months ended June 30, 2016, respectively. Additionally, the decline in both time periods principally resulted from lower product and installation revenue in the U.S. regional bank space related to the wind down of the Agilis 3/Windows 7 upgrade project and lower volume in Canada as a result of a large deposit automation upgrade project that ended in the third quarter of 2015. These declines were partially offset by higher service revenue attributable to increased multi-vendor service contracts as well as increased product sales with our national customer portfolio.
|
•
|
AP FSS sales in the three and six months ended June 30, 2016 declined $23.9 and $53.0 or 22.9 and 25.1 percent, respectively, compared to the prior year periods. Unfavorable currency impact of $5.2 and $11.7 contributed to the decrease
|
•
|
EMEA FSS sales in the three months ended June 30, 2016 were flat compared to the prior year period and impacted by unfavorable currency of $3.7. On a constant currency basis, service revenue increased primarily due to incremental installation services projects in Switzerland and France. In addition, lower product volume in Turkey as we completed a large project in the prior year and distributor channels which was partially offset by higher product project activity in the UK and in Africa. FSS sales in the six months ended June 30, 2016 compared to the same period of 2015 decreased $1.2 or 0.6 percent. Unfavorable currency of $9.2 adversely impacted the six months ended June 30, 2016. On a constant currency basis, sales increased $8.0 as a result of higher installation and maintenance revenue across a majority of the region while product sales remained relatively flat.
|
•
|
LA FSS sales in the three and six months ended June 30, 2016 decreased $24.9 and $40.0 or 22.4 and 19.3 percent, respectively, compared to the prior year periods. Unfavorable currency impact of $6.4 and $19.9 related to the Brazil real negatively impacted the three and six months ended June 30, 2016, respectively. On a constant currency basis, the decrease in both time periods was principally a result of volume declines in Brazil, Central America and Chile that were partially offset by higher volume in Mexico and regional distributor channels. In addition, Venezuela contributed to the decrease in revenue for the six months ended June 30, 2016 as the Company sold its equity interest in the joint venture in April of 2015.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||||||||
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
|
% Change
|
||||||||||
Gross profit - services
|
|
$
|
121.1
|
|
|
$
|
118.6
|
|
|
2.1
|
|
|
$
|
229.3
|
|
|
$
|
230.3
|
|
|
(0.4
|
)
|
Gross profit - products
|
|
34.0
|
|
|
52.1
|
|
|
(34.7
|
)
|
|
64.6
|
|
|
99.7
|
|
|
(35.2
|
)
|
||||
Total gross profit
|
|
$
|
155.1
|
|
|
$
|
170.7
|
|
|
(9.1
|
)
|
|
$
|
293.9
|
|
|
$
|
330.0
|
|
|
(10.9
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gross margin – services
|
|
34.0
|
%
|
|
33.6
|
%
|
|
|
|
33.1
|
%
|
|
33.2
|
%
|
|
|
||||||
Gross margin – products
|
|
15.2
|
%
|
|
17.9
|
%
|
|
|
|
16.3
|
%
|
|
19.0
|
%
|
|
|
||||||
Total gross margin
|
|
26.7
|
%
|
|
26.5
|
%
|
|
|
|
27.0
|
%
|
|
27.1
|
%
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||||||||
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
|
% Change
|
||||||||||
Selling and administrative expense
|
|
$
|
127.3
|
|
|
$
|
124.9
|
|
|
1.9
|
|
|
$
|
252.9
|
|
|
$
|
245.4
|
|
|
3.1
|
|
Research, development and engineering expense
|
|
17.6
|
|
|
23.9
|
|
|
(26.4
|
)
|
|
36.1
|
|
|
46.2
|
|
|
(21.9
|
)
|
||||
Impairment of assets
|
|
—
|
|
|
(0.5
|
)
|
|
100.0
|
|
|
—
|
|
|
18.9
|
|
|
(100.0
|
)
|
||||
(Gain) loss on sale of assets, net
|
|
(0.1
|
)
|
|
(1.6
|
)
|
|
93.8
|
|
|
0.3
|
|
|
(1.5
|
)
|
|
N/M
|
|
||||
Total operating expenses
|
|
$
|
144.8
|
|
|
$
|
146.7
|
|
|
(1.3
|
)
|
|
$
|
289.3
|
|
|
$
|
309.0
|
|
|
(6.4
|
)
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||||||||
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
|
% Change
|
||||||||||
Operating profit
|
|
$
|
10.3
|
|
|
$
|
24.0
|
|
|
(57.1
|
)
|
|
$
|
4.6
|
|
|
$
|
21.0
|
|
|
(78.1
|
)
|
Operating profit margin
|
|
1.8
|
%
|
|
3.7
|
%
|
|
|
|
0.4
|
%
|
|
1.7
|
%
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||||||||
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
|
% Change
|
||||||||||
Interest income
|
|
$
|
6.3
|
|
|
$
|
6.8
|
|
|
(7.4
|
)
|
|
$
|
11.2
|
|
|
$
|
14.7
|
|
|
(23.8
|
)
|
Interest expense
|
|
(24.3
|
)
|
|
(7.6
|
)
|
|
N/M
|
|
|
(35.8
|
)
|
|
(15.6
|
)
|
|
N/M
|
|
||||
Foreign exchange loss, net
|
|
(1.2
|
)
|
|
(1.3
|
)
|
|
7.7
|
|
|
(3.6
|
)
|
|
(10.5
|
)
|
|
65.7
|
|
||||
Miscellaneous, net
|
|
(26.8
|
)
|
|
0.9
|
|
|
N/M
|
|
|
7.8
|
|
|
(0.3
|
)
|
|
N/M
|
|
||||
Other (expense) income, net
|
|
$
|
(46.0
|
)
|
|
$
|
(1.2
|
)
|
|
N/M
|
|
|
$
|
(20.4
|
)
|
|
$
|
(11.7
|
)
|
|
(74.4
|
)
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||||||
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
|
% Change
|
||||||||
(Loss) income from continuing operations, net of tax
|
|
$
|
(20.8
|
)
|
|
$
|
19.7
|
|
|
N/M
|
|
$
|
(0.1
|
)
|
|
$
|
9.6
|
|
|
N/M
|
Percent of net sales
|
|
(3.6
|
)%
|
|
3.1
|
%
|
|
|
|
—
|
%
|
|
0.8
|
%
|
|
|
||||
Effective tax rate
|
|
41.7
|
%
|
|
13.6
|
%
|
|
|
|
99.4
|
%
|
|
(3.2
|
)%
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||||||||
North America
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
|
% Change
|
||||||||||
Revenue
|
|
$
|
275.2
|
|
|
$
|
302.5
|
|
|
(9.0
|
)
|
|
$
|
526.9
|
|
|
$
|
561.7
|
|
|
(6.2
|
)
|
Segment operating profit
|
|
$
|
63.0
|
|
|
$
|
66.8
|
|
|
(5.7
|
)
|
|
$
|
116.4
|
|
|
$
|
127.9
|
|
|
(9.0
|
)
|
Segment operating profit margin
|
|
22.9
|
%
|
|
22.1
|
%
|
|
|
|
22.1
|
%
|
|
22.8
|
%
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||
|
|
June 30,
|
|
June 30,
|
||||||||||||||||||
Asia Pacific
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
|
% Change
|
||||||||||
Revenue
|
|
$
|
85.5
|
|
|
$
|
109.4
|
|
|
(21.8
|
)
|
|
$
|
166.0
|
|
|
$
|
219.9
|
|
|
(24.5
|
)
|
Segment operating profit
|
|
$
|
6.2
|
|
|
$
|
14.3
|
|
|
(56.6
|
)
|
|
$
|
14.9
|
|
|
$
|
32.5
|
|
|
(54.2
|
)
|
Segment operating profit margin
|
|
7.3
|
%
|
|
13.1
|
%
|
|
|
|
9.0
|
%
|
|
14.8
|
%
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||||||||||
|
|
June 30,
|
|
June 30,
|
|||||||||||||||||
Europe, Middle East and Africa
|
|
2016
|
|
2015
|
|
% Change
|
|
2016
|
|
2015
|
|
% Change
|
|||||||||
Revenue
|
|
$
|
106.5
|
|
|
$
|
106.1
|
|
|
0.4
|
|
$
|
192.1
|
|
|
$
|
192.9
|
|
|
(0.4
|
)
|
Segment operating profit
|
|
$
|
16.2
|
|
|
$
|
14.1
|
|
|
14.9
|
|
$
|
26.6
|
|
|
$
|
26.5
|
|
|
0.4
|
|
Segment operating profit margin
|
|
15.2
|
%
|
|
13.3
|
%
|
|
|
|
13.8
|
%
|
|
13.7
|
%
|
|
|
|
|
June 30,
2016 |
|
December 31,
2015 |
||||
Cash and cash equivalents
|
|
$
|
335.5
|
|
|
$
|
313.6
|
|
Additional cash availability from
|
|
|
|
|
||||
Uncommitted lines of credit
|
|
97.5
|
|
|
69.0
|
|
||
Revolving credit facility
|
|
210.0
|
|
|
352.0
|
|
||
Restricted cash
|
|
1,823.0
|
|
|
—
|
|
||
Short-term investments
|
|
26.6
|
|
|
39.9
|
|
||
Total cash and cash availability
|
|
$
|
2,492.6
|
|
|
$
|
774.5
|
|
Summary of cash flows:
|
|
2016
|
|
2015
|
||||
Net cash used by operating activities - continuing operations
|
|
$
|
(200.0
|
)
|
|
$
|
(99.4
|
)
|
Net cash used by investing activities - continuing operations
|
|
(1,724.5
|
)
|
|
(82.5
|
)
|
||
Net cash provided by financing activities
|
|
1,584.9
|
|
|
122.6
|
|
||
Discontinued operations, net
|
|
358.9
|
|
|
(0.4
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
|
4.1
|
|
|
(17.8
|
)
|
||
Increase (decrease) in cash and cash equivalents
|
|
$
|
23.4
|
|
|
$
|
(77.5
|
)
|
•
|
The aggregate of trade accounts receivable, inventories and accounts payable used
$167.4
in operating cash flows during the
six months ended
June 30, 2016
, compared to
$131.4
used during the same period of
2015
. In general, the amount of cash flow provided or used by the aggregate of trade accounts receivable, inventories and trade accounts payable depends upon how effectively the Company manages the cash conversion cycle, which represents the number of days that elapse from the day it pays for the purchase of raw materials and components to the collection of cash from its customers and can be significantly impacted by the timing of collections and payments in a period. The accounts receivable use is lower due to an increase in collections compared to the prior year same period. Inventory was relatively consistent year over year. Accounts payable use is higher due to increased payments primarily in NA related to deal costs and reductions in purchases.
|
•
|
In the aggregate the other combined certain assets and liabilities used
$60.7
of operating cash during the
six months ended
June 30, 2016
, compared to
$44.3
provided in the same period of
2015
. The decrease is primarily due to a reduction in collections of finance receivables and warranty accruals.
|
•
|
Net income for the
six months ended
June 30, 2016
increased
$129.9
, which is primarily attributable to the gain from the NA electronic security business divestiture. Net (loss) income from continuing operations, net of tax, decreased
$(9.7)
primarily due to the increase in interest expense as a result of higher average outstanding borrowings during 2016 compared to the same period of
2015
.
|
|
|
Six Months Ended
|
||||||
|
|
June 30, 2016
|
||||||
|
|
June 30, 2016
|
|
June 30, 2015
|
||||
Revolving credit facility borrowings (repayments), net
|
|
$
|
142.0
|
|
|
$
|
(68.0
|
)
|
|
|
|
|
|
||||
Proceeds from Term Loan A Facility under the Credit Agreement
|
|
$
|
—
|
|
|
$
|
230.0
|
|
Proceeds from Term Loan B Facility ($1,000.0) under the Credit Agreement
|
|
990.0
|
|
|
—
|
|
||
Proceeds from Term Loan B Facility (€350.0) under the Credit Agreement
|
|
398.1
|
|
|
—
|
|
||
Proceeds from 2016 Senior Notes
|
|
393.0
|
|
|
—
|
|
||
International short-term uncommitted lines of credit borrowings
|
|
25.9
|
|
|
41.2
|
|
||
Other debt borrowings
|
|
$
|
1,807.0
|
|
|
$
|
271.2
|
|
|
|
|
|
|
||||
Payments on 2006 Senior Notes
|
|
$
|
(225.0
|
)
|
|
$
|
—
|
|
Payments on Term Loan A Facility under the Credit Agreement
|
|
(5.8
|
)
|
|
—
|
|
||
International short-term uncommitted lines of credit and other repayments
|
|
(25.4
|
)
|
|
(42.3
|
)
|
||
Other debt repayments
|
|
$
|
(256.2
|
)
|
|
$
|
(42.3
|
)
|
Financing and Replacement Facilities
|
|
Interest Rate
Index and Margin
|
|
Maturity/Termination Dates
|
|
Term (Years)
|
Credit Agreement facilities
|
|
|
|
|
|
|
Revolving Facility
|
|
LIBOR + 2.00%
|
|
December 2020
|
|
5
|
Term Loan A Facility
|
|
LIBOR + 2.00%
|
|
December 2020
|
|
5
|
Delayed Draw Term Loan A
|
|
LIBOR + 2.00%
|
|
December 2020
|
|
5
|
Term Loan B Facility ($1,000.0)
|
|
LIBOR
(i)
+ 4.50%
|
|
November 2023
|
|
7.5
|
Term Loan B Facility (€350.0)
|
|
EURIBOR
(ii)
+ 4.25%
|
|
November 2023
|
|
7.5
|
2016 Senior Notes
|
|
8.5%
|
|
April 2024
|
|
8
|
(i)
|
LIBOR with a floor of 0.75%.
|
(ii)
|
EURIBOR with a floor of 0.75%.
|
•
|
the Company's ability to successfully consummate the Acquisition, including satisfying closing conditions;
|
•
|
the ultimate outcome and results of integrating the operations of the Company and Wincor Nixdorf, the ultimate outcome of the Company’s pricing, operating and tax strategies applied to Wincor Nixdorf and the ultimate ability to realize synergies;
|
•
|
the Company's ability to successfully consummate its transaction with the Inspur Group;
|
•
|
the success of the Company's strategic business alliance with Securitas AB;
|
•
|
the Company's ability to reduce stranded costs related to its NA electronic security business from its ongoing operations;
|
•
|
competitive pressures, including pricing pressures and technological developments;
|
•
|
changes in the Company's relationships with customers, suppliers, distributors and/or partners in its business ventures;
|
•
|
changes in political, economic or other factors such as currency exchange rates, inflation rates, recessionary or expansive trends, taxes and regulations and laws affecting the worldwide business in each of the Company's operations;
|
•
|
global economic conditions, including any additional deterioration and disruptions in the financial markets, including bankruptcies, restructurings or consolidations of financial institutions or otherwise, which could reduce our customer base and/or adversely affect our customers’ ability to make capital expenditures, as well as adversely impact the availability and cost of credit;
|
•
|
acceptance of the Company's product and technology introductions in the marketplace;
|
•
|
the Company’s ability to maintain effective internal controls over financial reporting;
|
•
|
changes in the Company’s intention to further repatriate cash and cash equivalents and short-term investments residing in international tax jurisdictions could negatively impact foreign and domestic taxes;
|
•
|
unanticipated litigation, claims or assessments, as well as the outcome/impact of any current/pending litigation, claims or assessments;
|
•
|
variations in consumer demand for FSS technologies, products and services;
|
•
|
potential disruptions, breaches or other violations of the Company's information technology systems;
|
•
|
the investment performance of the Company’s pension plan assets, which could require the Company to increase its pension contributions, and significant changes in healthcare costs, including those that may result from government action;
|
•
|
the amount and timing of repurchases of the Company’s common shares, if any; and
|
•
|
the Company's ability to achieve benefits from its cost-reduction initiatives and other strategic changes as well as its business process outsourcing initiative.
|
Period
|
|
Total Number of
Shares
Purchased
(1)
|
|
Average Price
Paid Per Share
|
|
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
(2)
|
|
Maximum Number
of Shares that May
Yet Be Purchased
Under the Plans (2)
|
|||||
April
|
|
2,554
|
|
|
$
|
28.58
|
|
|
—
|
|
|
2,426,177
|
|
May
|
|
9,287
|
|
|
$
|
21.53
|
|
|
—
|
|
|
2,426,177
|
|
June
|
|
9,776
|
|
|
$
|
26.38
|
|
|
—
|
|
|
2,426,177
|
|
Total
|
|
21,617
|
|
|
$
|
26.61
|
|
|
—
|
|
|
|
(1)
|
All shares were surrendered or deemed surrendered to the Company in connection with the Company’s share-based compensation plans.
|
(2)
|
The total number of shares repurchased as part of the publicly announced share repurchase plan since its inception was
13,450,772
as of
June 30, 2016
. The plan was approved by the Board of Directors in 1997. The Company may purchase shares from time to time in open market purchases or privately negotiated transactions. The Company may make all or part of the purchases pursuant to accelerated share repurchases or Rule 10b5-1 plans. The plan has no expiration date. The following table provides a summary of Board of Directors approvals to repurchase the Company’s outstanding common shares:
|
|
Total Number of Shares
Approved for Repurchase |
|
1997
|
2,000,000
|
|
2004
|
2,000,000
|
|
2005
|
6,000,000
|
|
2007
|
2,000,000
|
|
2011
|
1,876,949
|
|
2012
|
2,000,000
|
|
|
15,876,949
|
|
3.1(i)
|
|
Amended and Restated Articles of Incorporation of Diebold, Incorporated – incorporated by reference to Exhibit 3.1(i) to Registrant’s Annual Report on Form 10-K for the year ended December 31, 1994 (Commission File No. 1-4879)
|
|
|
|
3.1(ii)
|
|
Amended and Restated Code of Regulations – incorporated by reference to Exhibit 3.1(ii) to Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2007 (Commission File No. 1-4879)
|
|
|
|
3.2
|
|
Certificate of Amendment by Shareholders to Amended Articles of Incorporation of Diebold, Incorporated – incorporated by reference to Exhibit 3.2 to Registrant’s Form 10-Q for the quarter ended March 31, 1996 (Commission File No. 1-4879)
|
|
|
|
3.3
|
|
Certificate of Amendment to Amended Articles of Incorporation of Diebold, Incorporated – incorporated by reference to Exhibit 3.3 to Registrant’s Form 10-K for the year ended December 31, 1998 (Commission File No. 1-4879)
|
|
|
|
4.1
|
|
Form of Performance Share Agreement - incorporated by reference to Exhibit 10.27 to Registrant’s Form 10-K for the year ended December 31, 2015 (Commission File No. 1-4879)
|
|
|
|
10.1
|
|
Form of Nonqualified Stock Option Agreement - incorporated by reference to Exhibit 10.28 to Registrant’s Form 10-K for the year ended December 31, 2015 (Commission File No. 1-4879)
|
|
|
|
10.2
|
|
Form of Restricted Stock Unit Agreement - Cliff Vesting - incorporated by reference to Exhibit 10.29 to Registrant’s Form 10-K for the year ended December 31, 2015 (Commission File No. 1-4879)
|
|
|
|
31.1
|
|
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
31.2
|
|
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
32.1
|
|
Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
|
|
|
|
32.2
|
|
Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
|
|
|
|
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
|
|
|
|
DIEBOLD, INCORPORATED
|
|
|
|
|
|
|
|
|
Date: July 28, 2016
|
|
By:
|
/s/ Andreas W. Mattes
|
|
|
|
Andreas W. Mattes
|
|
|
|
President and Chief Executive Officer
|
|
|
|
(Principal Executive Officer)
|
|
|
|
|
Date: July 28, 2016
|
|
By:
|
/s/ Christopher A. Chapman
|
|
|
|
Christopher A. Chapman
|
|
|
|
Senior Vice President and Chief Financial Officer
|
|
|
|
(Principal Financial Officer)
|
|
|
|
|
EXHIBIT NO.
|
|
DOCUMENT DESCRIPTION
|
2.1
|
|
Asset Purchase Agreement by and among Diebold, Incorporated, The Diebold Company of Canada, LTD., Securitas Electronic Security, Inc. and 9481176 Canada Inc. - incorporated by reference to Exhibit 2.1 to Registrant’s Form 8-K filed on February 4, 2016 (Commission File No. 1-4879)
|
|
|
|
3.1(i)
|
|
Amended and Restated Articles of Incorporation of Diebold, Incorporated – incorporated by reference to Exhibit 3.1(i) to Registrant’s Annual Report on Form 10-K for the year ended December 31, 1994 (Commission File No. 1-4879)
|
|
|
|
3.1(ii)
|
|
Amended and Restated Code of Regulations – incorporated by reference to Exhibit 3.1(ii) to Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2007 (Commission File No. 1-4879)
|
|
|
|
3.2
|
|
Certificate of Amendment by Shareholders to Amended Articles of Incorporation of Diebold, Incorporated – incorporated by reference to Exhibit 3.2 to Registrant’s Form 10-Q for the quarter ended March 31, 1996 (Commission File No. 1-4879)
|
|
|
|
3.3
|
|
Certificate of Amendment to Amended Articles of Incorporation of Diebold, Incorporated – incorporated by reference to Exhibit 3.3 to Registrant’s Form 10-K for the year ended December 31, 1998 (Commission File No. 1-4879)
|
|
|
|
10.1
|
|
Form of Performance Share Agreement - incorporated by reference to Exhibit 10.27 to Registrant’s Form 10-K for the year ended December 31, 2015 (Commission File No. 1-4879)
|
|
|
|
10.2
|
|
Form of Nonqualified Stock Option Agreement - incorporated by reference to Exhibit 10.28 to Registrant’s Form 10-K for the year ended December 31, 2015 (Commission File No. 1-4879)
|
|
|
|
10.3
|
|
Form of Restricted Stock Unit Agreement - Cliff Vesting - incorporated by reference to Exhibit 10.29 to Registrant’s Form 10-K for the year ended December 31, 2015 (Commission File No. 1-4879)
|
|
|
|
10.4
|
|
Form of Restricted Stock Unit Agreement - Ratable Vesting - incorporated by reference to Exhibit 10.30 to Registrant’s Form 10-K for the year ended December 31, 2015 (Commission File No. 1-4879)
|
|
|
|
10.5
|
|
Form of Restricted Share Agreement - incorporated by reference to Exhibit 10.31 to Registrant’s Form 10-K for the year ended December 31, 2015 (Commission File No. 1-4879)
|
|
|
|
31.1
|
|
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
31.2
|
|
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
32.1
|
|
Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
|
|
|
|
32.2
|
|
Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350.
|
|
|
|
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
|
1 Year Diebold Nixdorf Chart |
1 Month Diebold Nixdorf Chart |
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