Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2023 | May 24, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 1-4879 | |
Entity Registrant Name | Diebold Nixdorf, Incorporated | |
Entity Incorporation, State or Country Code | OH | |
Entity Tax Identification Number | 34-0183970 | |
Entity Address, Address Line One | 50 Executive Parkway, P.O. Box 2520 | |
Entity Address, City or Town | Hudson | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 44236 | |
City Area Code | 330 | |
Local Phone Number | 490-4000 | |
Title of 12(b) Security | Common shares, $1.25 par value per share | |
Trading Symbol | DBD | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 80,037,406 | |
Entity Central Index Key | 0000028823 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Document Information [Line Items] | ||
Entity Filer Category | Accelerated Filer |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Current assets | ||
Cash, cash equivalents and restricted cash | $ 246,400,000 | $ 319,100,000 |
Short-term investments | 16,600,000 | 24,600,000 |
Trade receivables, net | 627,100,000 | 612,200,000 |
Inventories | 639,500,000 | 588,100,000 |
Prepaid expenses | 53,200,000 | 50,500,000 |
Current assets held for sale | 6,900,000 | 7,900,000 |
Other current assets | 219,500,000 | 168,500,000 |
Total current assets | 1,809,200,000 | 1,770,900,000 |
Securities and other investments | 7,400,000 | 7,600,000 |
Property, Plant and Equipment, Net | 120,100,000 | 120,700,000 |
Goodwill | 702,200,000 | 702,300,000 |
Intangible assets, net | 245,100,000 | 257,600,000 |
Other Assets, Noncurrent | 251,900,000 | 249,900,000 |
Total assets | 3,090,700,000 | 3,065,000,000 |
Current liabilities | ||
Notes payable | 83,700,000 | 24,000,000 |
Accounts payable | 636,400,000 | 611,600,000 |
Deferred Revenue, Current | 486,700,000 | 453,200,000 |
Payroll and other benefits liabilities | 121,900,000 | 107,900,000 |
Disposal Group, Including Discontinued Operation, Liabilities | 8,500,000 | 6,800,000 |
Other current liabilities | 405,700,000 | 401,400,000 |
Total current liabilities | 1,742,900,000 | 1,604,900,000 |
Long-term debt | 2,571,700,000 | 2,585,800,000 |
Pensions, post-retirement and other benefits | 41,900,000 | 40,600,000 |
Deferred income taxes | 100,700,000 | 96,600,000 |
Other liabilities | 107,100,000 | 108,200,000 |
Diebold Nixdorf, Incorporated shareholders' equity | ||
Preferred shares, no par value, 1,000,000 authorized shares, none issued | 0 | 0 |
Common shares, $1.25 par value, 125,000,000 authorized shares, 96,563,247 and 95,779,719 issued shares, 79,609,121 and 79,103,450 outstanding shares, respectively | 120,800,000 | 119,800,000 |
Additional capital | 831,800,000 | 831,500,000 |
Retained earnings (accumulated deficit) | $ (1,517,800,000) | $ (1,406,700,000) |
Treasury Stock, Common, Shares | 16,954,126 | 16,676,269 |
Treasury shares, at cost (16,954,126 and 16,676,269 shares, respectively) | $ (586,400,000) | $ (585,600,000) |
Accumulated other comprehensive loss | (353,700,000) | (360,000,000) |
Warrants and Rights Outstanding | 20,100,000 | 20,100,000 |
Total Diebold Nixdorf, Incorporated shareholders' equity | (1,485,200,000) | (1,380,900,000) |
Noncontrolling interests | 11,600,000 | 9,800,000 |
Total equity | (1,473,600,000) | (1,371,100,000) |
Total liabilities and equity | $ 3,090,700,000 | 3,065,000,000 |
Document Period End Date | Mar. 31, 2023 | |
Accounts Receivable, Allowance for Credit Loss | $ 32,400,000 | 34,500,000 |
Capitalized Computer Software, Net | 19.6 | 50,700,000 |
Amortization of internally-developed software | 4,700,000 | |
Long-Term Debt | 2,573.8 | 2,557.6 |
Capitalized Computer Software, Period Increase (Decrease) | 0.8 | |
Customer relationships [Member] | ||
Current assets | ||
Intangible assets, net | $ 199,900,000 | $ 213,600,000 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets | ||
Accumulated depreciation and amortization | $ 490.1 | $ 479.4 |
Diebold Nixdorf, Incorporated shareholders' equity | ||
Preferred Stock, No Par Value | $ 0 | $ 0 |
Preferred shares, shares authorized | 1,000,000 | 1,000,000 |
Preferred shares, shares issued | 0 | 0 |
Common shares, par value | $ 1.25 | $ 1.25 |
Common shares, shares authorized | 125,000,000 | 125,000,000 |
Common shares, shares issued | 96,563,247 | 95,779,719 |
Common shares, shares outstanding | 79,609,121 | 79,103,450 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Net sales | ||
Net sales | $ 858.1 | $ 829.8 |
Cost of sales | ||
Total cost of sales | 648.8 | 644.5 |
Gross profit | 209.3 | 185.3 |
Selling and administrative expense | 183.8 | 181 |
Research, development and engineering expense | 26.4 | 32.3 |
Asset Impairment Charges | 0.9 | 55.2 |
Impairment of assets | 0.3 | 0.2 |
Total operating expense | 211.4 | 268.7 |
Operating loss | (2.1) | (83.4) |
Other income (expense) | ||
Interest income | 1.7 | 1.3 |
Interest expense | (81.9) | (48.1) |
Foreign exchange loss, net | (10.6) | (4.7) |
Miscellaneous, net | 2.6 | 2.6 |
Loss before taxes | (90.3) | (132.3) |
Income tax expense | 21.1 | 50.9 |
Equity in loss of unconsolidated subsidiaries | (0.1) | (0.7) |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest, Total | (111.5) | (183.9) |
Net loss attributable to noncontrolling interests | (0.4) | (0.8) |
Net loss attributable to Diebold Nixdorf, Incorporated | $ (111.1) | $ (183.1) |
Weighted-average number of common shares used in basic and diluted loss per share (1) | 79.3 | 78.7 |
Earnings Per Share [Abstract] | ||
Basic and diluted loss per share | $ (1.40) | $ (2.33) |
Service [Member] | ||
Net sales | ||
Net sales | $ 516.4 | $ 526.2 |
Cost of sales | ||
Total cost of sales | 363 | 374.2 |
Product [Member] | ||
Net sales | ||
Net sales | 341.7 | 303.6 |
Cost of sales | ||
Total cost of sales | 285.8 | 270.3 |
Retained Earnings [Member] | ||
Other income (expense) | ||
Net loss attributable to Diebold Nixdorf, Incorporated | $ (111.1) | $ (183.1) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Net loss | $ (111.5) | $ (183.9) |
Other comprehensive loss, net of tax | ||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | 0.3 | 2.9 |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Net of Tax | 0 | 0.6 |
Total interest rate hedges | 0.3 | 2.3 |
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss) Arising During Period, after Tax | 1.3 | 0.7 |
Other | 0 | 0.7 |
Other comprehensive loss, net of tax | 8.5 | 13.9 |
Comprehensive loss | (103) | (170) |
Less: Comprehensive loss attributable to noncontrolling interests | 1.8 | 0 |
Comprehensive loss attributable to Diebold Nixdorf, Incorporated | (104.8) | (170) |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Noncontrolling Interest | (2.2) | (0.8) |
Translation adjustment | ||
Other comprehensive loss, net of tax | ||
Translation adjustment and foreign currency hedges | 6.9 | 11.2 |
Net Investment Hedging [Member] | ||
Other comprehensive loss, net of tax | ||
Translation adjustment and foreign currency hedges | 0 | (1) |
Foreign currency hedges, amount recognized in other comprehensive income, tax | 0 | 0 |
Interest rate swaps | ||
Other comprehensive loss, net of tax | ||
Interest rate hedges, net gain recognized in other comprehensive income, tax | 0 | 0.6 |
Pension and other post-retirement benefits | ||
Other comprehensive loss, net of tax | ||
Net actuarial loss amortization, tax | $ 0.5 | $ 0.3 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Loss) Parentheticals - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Net Investment Hedging [Member] | ||
Foreign currency hedges, amount recognized in other comprehensive income, tax | $ 0 | $ 0 |
Pension and other post-retirement benefits | ||
Net actuarial loss amortization, tax | $ 0.5 | $ 0.3 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flow from operating activities: | ||
Net loss | $ (111.5) | $ (183.9) |
Adjustments to reconcile net loss to cash flow used by operating activities: | ||
Depreciation and amortization | 11.7 | 14.5 |
Amortization of acquired intangible assets | 17.7 | 18.5 |
Amortization of Deferred Charges | 13.6 | 4.3 |
Share-based compensation | 1.3 | 1.7 |
Loss on sale of assets, net | 0.3 | 0.2 |
Deferred income taxes | 2.9 | 0 |
Other | 0.8 | 0 |
Asset Impairment Charges | 0.9 | 55.2 |
Changes in certain assets and liabilities | ||
Trade receivables | (4.4) | 35.2 |
Inventories | (39.6) | (83) |
Accounts payable | 15.4 | (77.7) |
Deferred revenue | 25.5 | 54.2 |
Sales tax and net value added tax | (24.3) | (24.8) |
Income taxes | (2.8) | 38.1 |
Accrued salaries, wages and commissions | 11.3 | (21.3) |
Restructuring accrual | (23.4) | (11.5) |
Warranty liability | (1.1) | (0.4) |
Pension and post retirement benefits | 3 | (22.5) |
Certain other assets and liabilities | 6.8 | (23) |
Net cash used by operating activities | (95.9) | (226.2) |
Cash flow from investing activities: | ||
Payments to Develop Software | (5.4) | (7.6) |
Proceeds from divestitures, net of cash divested | 0 | 5.8 |
Proceeds from maturities of investments | 71.9 | 126.8 |
Payments for purchases of investments | (62.5) | (126.8) |
Payments To Acquire Property Plant And Equipment Including Software | 5.7 | 4 |
Net cash used by investing activities | (1.7) | (5.8) |
Cash flow from financing activities: | ||
Revolving credit facility borrowings, net | 22.7 | 75 |
Other debt borrowings | 2.3 | 0.3 |
Other debt repayments | (2.1) | (4.7) |
Other | (1.8) | (5) |
Net cash provided by financing activities | 21.1 | 65.6 |
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Continuing Operations | 1.9 | 1.5 |
Change in cash, cash equivalents and restricted cash | (74.6) | (164.9) |
Add: Cash included in assets held for sale at beginning of period | 2.8 | 3.1 |
Less: Cash included in assets held for sale at end of period | 0.9 | 2.4 |
Cash, cash equivalents and restricted cash at the beginning of the period | 319.1 | 388.9 |
Cash, cash equivalents and restricted cash at the end of the period | $ 246.4 | $ 224.7 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 31, 2023 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | Accumulated Other Comprehensive Income (Loss) The following table summarizes the changes in the Company’s AOCI, net of tax, by component for the three months ended March 31, 2023: Translation Foreign Currency Hedges Interest Rate Hedges Pension and Other Post-retirement Benefits Other Accumulated Other Comprehensive Income (Loss) Balance at January 1, 2023 $ (352.1) $ (1.9) $ 5.3 $ (12.6) $ 1.3 $ (360.0) Other comprehensive loss before reclassifications (1) 4.7 — 0.3 — — 5.0 Amounts reclassified from AOCI — — — 1.3 — 1.3 Net current-period other comprehensive loss 4.7 — 0.3 1.3 — 6.3 Balance at March 31, 2023 $ (347.4) $ (1.9) $ 5.6 $ (11.3) $ 1.3 $ (353.7) (1) Other comprehensive income (loss) before reclassifications within the translation component excludes $(2.2) of translation attributable to noncontrolling interests. The following table summarizes the changes in the Company’s AOCI, net of tax, by component for the three months ended March 31, 2022: Translation Foreign Currency Hedges Interest Rate Hedges Pension and Other Post-retirement Benefits Other Accumulated Other Comprehensive Income (Loss) Balance at January 1, 2022 $ (310.9) $ (1.9) $ 0.4 $ (64.6) $ (1.5) $ (378.5) Other comprehensive loss before reclassifications (1) 10.4 (1.0) 2.9 — 0.7 13.0 Amounts reclassified from AOCI — — (0.6) 0.7 — 0.1 Net current-period other comprehensive loss 10.4 (1.0) 2.3 0.7 0.7 13.1 Balance at March 31, 2022 $ (300.5) $ (2.9) $ 2.7 $ (63.9) $ (0.8) $ (365.4) (1) Other comprehensive income (loss) before reclassifications within the translation component excludes $(0.8) of translation attributable to noncontrolling interests. : (1) Other comprehensive income (loss) before reclassifications within the translation component excludes $(0.8) of translation attributable to noncontrolling interests. The following table summarizes the details about the amounts reclassified from AOCI: Three months ended Affected Line Item on the Statement of Operations March 31, 2023 2022 Interest rate hedge loss $ — $ (0.6) Interest expense Pension and post-retirement benefits: Net actuarial gain amortized (net of tax of $0.5 and $0.3, respectively) 1.3 0.7 Miscellaneous, net Total reclassifications for the period $ 1.3 $ 0.1 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Diebold Nixdorf, Incorporated and its subsidiaries (collectively, the Company) have been prepared in accordance with the instructions to Form 10-Q and therefore do not include all information and footnotes necessary for a fair presentation of financial position, results of operations and cash flows in conformity with accounting principles generally accepted in the United States (U.S. GAAP); however, such information reflects all adjustments (consisting solely of normal recurring adjustments) that are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. In addition, some of the Company’s statements in this Quarterly Report on Form 10-Q may involve risks and uncertainties that could significantly impact expected future results. The results of operations for the three months ended March 31, 2023 are not necessarily indicative of results to be expected for the full year. The Company has reclassified the presentation of certain prior-year information to conform to the current presentation. Going Concern Assessment The Company's condensed consolidated financial statements included herein have been prepared using the going concern basis of accounting, which contemplates continuity of operations, realization of assets, and satisfaction of liabilities in the normal course of business. Pursuant to the requirements of ASC Topic 205-40, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, management must evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for one year from the date the consolidated financial statements are issued. As part of this assessment, based on conditions that are known and reasonably knowable to us, the Company considers various scenarios, forecasts, projections, and estimates, and makes certain key assumptions, including the timing and nature of projected cash expenditures or programs, and the Company’s ability to delay or curtail those expenditures or programs, if necessary, among other factors. This evaluation does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented or are not within control of the Company as of the date the condensed consolidated financial statements are issued. As previously disclosed, the Company is currently working to improve its operating performance and its cash, liquidity and financial position. In addition, the Company has been in discussions with its lenders with respect to a long-term solution for the Company’s capital structure, leverage ratio and liquidity needs. As a result of these discussions, on May 30, 2023, the Company and certain of its direct and indirect subsidiaries (collectively, the Company Parties) entered into a Restructuring Support Agreement (the Restructuring Support Agreement) with certain holders (collectively, the Consenting Creditors) of: (i) obligations under the Superpriority Credit Agreement (as defined in Note 9); (ii) term loan obligations under the New Term Loan Credit Agreement (as defined in Note 9); (iii) the 2025 Senior Notes (as defined in Note 9); and (iv) the 2L Notes (as defined in Note 9). The Consenting Creditors collectively hold the following approximate amounts of the Company’s outstanding secured debt obligations: (a) approximately 80% of the Company’s Superpriority Credit Agreement obligations; (b) approximately 79% of the Company’s New Term Loan Credit Agreement obligations; (c) approximately 78% of the Company’s 2025 Senior Notes obligations; and (d) approximately 59% of the Company’s 2L Notes obligations. The Company’s ability to continue as a going concern is contingent upon, among other things, successful implementation of the Restructuring Transactions (as defined in Note 9) contemplated in the Restructuring Support Agreement, subject to the approval of the Bankruptcy Court (as defined in Note 9) and the Dutch Court (as defined in Note 9). There can be no certainty that the Restructuring Transactions will be effected or that disruption from the Chapter 11 Cases (as defined in Note 9) and Dutch Scheme Proceedings (as defined in Note 9) contemplated by the Restructuring Support Agreement (as defined below) will not interfere with the Company’s business. As of March 31, 2023 substantial doubt exists regarding our ability to continue as a going concern. The inclusion of the “going concern” uncertainty paragraph in the independent registered public accounting firm’s report in the Company's annual report on Form 10-K for the year ended December 31, 2023, covering the Company's audited consolidated financial statements would have constituted a default under the agreements governing the ABL Facility (as defined in Note 9), the Superpriority Facility (as defined in Note 9) and the New Term Loans (as defined in Note 9); however, the requisite lenders under each of these facilities have waived such default. The consolidated financial statements do not include any adjustments to the carrying amounts and classification of assets, liabilities, and reported expenses that may be necessary if the Company were unable to continue as a going concern. Recently Issued Accounting Guidance The Company considers the applicability and impact of all Accounting Standards Updates (ASUs) issued by the Financial Accounting Standards Board (FASB). In March 2020, the FASB issued guidance that provides optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions affected by the transition away from reference rates expected to be discontinued to alternative reference rates. The guidance was effective upon issuance and may be applied prospectively to contract modifications made and hedging relationships entered into on or before December 31, 2024. The standard does not materially impact the Company's consolidated financial statements. Although there are other new accounting pronouncements issued by the FASB, the Company does not believe these pronouncements will have a material impact on its consolidated financial statements. |
Earning Per Share
Earning Per Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | Loss Per Share Basic loss per share is based on the weighted-average number of common shares outstanding. Diluted loss per share includes the dilutive effect of potential common shares outstanding. Under the two-class method of computing loss per share, non-vested share-based payment awards that contain rights to receive non-forfeitable dividends are considered participating securities. The Company’s participating securities include restricted stock units (RSUs), director deferred shares and shares that vested but were deferred by employees. The Company calculated basic and diluted loss per share under both the treasury stock method and the two-class method. For the three months ended March 31, 2023 and 2022, there were no differences in the loss per share amounts calculated using the two methods. Accordingly, the treasury stock method is disclosed below; however, because the Company is in a net loss position, dilutive shares of 2.1 and 1.4 for the three months ended March 31, 2023 and 2022, respectively, are excluded from the shares used in the computation of diluted loss per share. The following table represents amounts used in computing loss per share and the effect on the weighted-average number of shares of dilutive potential common shares: Three months ended March 31, 2023 2022 Numerator Loss used in basic and diluted loss per share Net loss $ (111.5) $ (183.9) Net loss attributable to noncontrolling interests (0.4) (0.8) Net loss attributable to Diebold Nixdorf, Incorporated $ (111.1) $ (183.1) Denominator Weighted-average number of common shares used in basic and diluted loss per share (1) 79.3 78.7 Net loss attributable to Diebold Nixdorf, Incorporated Basic and diluted loss per share $ (1.40) $ (2.33) (1) Shares of 2.2 and 4.0 for the three months ended March 31, 2023 and 2022, respectively, are excluded from the computation of diluted loss per share because the effects are anti-dilutive, irrespective of the net loss position. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | Income TaxesThe effective tax rate on the loss from continuing operations was (23.4) percent for the three months ended March 31, 2023. The tax provision for the three months ended March 31, 2023 was attributable to the jurisdictional mix of pre-tax income and losses, discrete tax adjustments for current tax expense related to tax return to provision differences and changes in permanent reinvestment assertions. The Company calculated its income tax expense for the three months ended March 31, 2023 using the actual effective tax rate year to date, as opposed to the estimated annual effective tax rate, as provided in Accounting Standards Codification (ASC) 740-270-30-18. See Note 9 for further details regarding the refinancing and going concern assessment.The effective tax rate on the loss from continuing operations was (38.3) percent for the three months ended March 31, 2022. The tax provision for the three months ended March 31, 2022 was primarily attributable to the jurisdictional mix of income and loss, in addition to various discrete tax adjustments for uncertain tax positions, expired and forfeited stock compensation, state tax rate benefit, and a change in valuation allowance. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | Inventories Major classes of inventories are summarized as follows: March 31, 2023 December 31, 2022 Raw materials and work in process $ 220.0 $ 200.6 Finished goods 247.9 229.4 Total product inventories 467.9 430.0 Service parts 171.6 158.1 Total inventories $ 639.5 $ 588.1 |
Investments
Investments | 3 Months Ended |
Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS | Investments The Company’s investments, primarily held by our subsidiaries in Brazil, consist of certificates of deposit that are recorded at fair value based upon quoted market prices. Changes in fair value are recognized in interest income, determined using the specific identification method, and were minimal. There were no sales of securities or proceeds from the sale of securities prior to the maturity date for the three months ended March 31, 2023 and 2022. The Company has deferred compensation plans that enable certain employees to defer receipt of a portion of their cash, 401(k) or share-based compensation and enable non-employee directors to defer receipt of director fees at the participants’ discretion. For deferred cash-based compensation, the Company established rabbi trusts (refer to Note 13), which are recorded at fair value of the underlying securities and presented within securities and other investments. The related deferred compensation liability is recorded at fair value and presented within other long-term liabilities. Realized and unrealized gains and losses on marketable securities in the rabbi trusts are recognized in interest income. The Company’s investments subject to fair value measurement consist of the following: Cost Basis Unrealized Fair Value As of March 31, 2023 Short-term investments Certificates of deposit $ 16.6 $ — $ 16.6 Long-term investments Assets held in a rabbi trust $ 3.8 $ 0.4 $ 4.2 As of December 31, 2022 Short-term investments Certificates of deposit $ 24.6 $ — $ 24.6 Long-term investments Assets held in a rabbi trust $ 4.3 $ 0.1 $ 4.4 Securities and other investments also includes cash surrender value of insurance contracts of $3.2 as of March 31, 2023 and December 31, 2022. 16.9 32.0 18.9 25.7 |
Guarantees and Product Warranti
Guarantees and Product Warranties | 3 Months Ended |
Mar. 31, 2023 | |
Guarantees and Product Warranties Disclosure [Abstract] | |
GUARANTEES AND PRODUCT WARRANTIES | Product Warranties The Company provides its customers a standard manufacturer’s warranty and records, at the time of the sale, a corresponding estimated liability for potential warranty costs. Estimated future obligations due to warranty claims are based upon historical factors such as labor rates, average repair time, travel time, number of service calls per machine and cost of replacement parts. Changes in the Company’s warranty liability balance are illustrated in the following table: 2023 2022 Beginning balance as of January 1 $ 28.3 $ 37.2 Current period accruals 9.1 4.9 Current period settlements (10.2) (5.3) Currency translation adjustment 0.7 0.5 Ending balance as of March 31 $ 27.9 $ 37.3 |
Restructuring
Restructuring | 3 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING AND OTHER CHARGES | Restructuring In the second quarter of 2022, the Company announced a new initiative to streamline operations, drive efficiencies and digitize processes, targeting annualized cost savings of more than $150.0 by the end of 2023. During the three months ended March 31, 2023, the Company incurred $15.0 of restructuring and transformation costs. During the quarter $4.8 that was accrued for future severance payments under an ongoing severance benefit program, while the remainder of the expenses incurred primarily relates to transitioning personnel and consultant fees in relation to the transformation process. The following table summarizes the impact of the Company’s restructuring and transformation charges on the consolidated statements of operations: Three months ended March 31, 2023 2022 Cost of sales – services $ 0.6 $ — Cost of sales – products 0.3 — Selling and administrative expense 13.0 — Research, development and engineering expense 0.6 — Loss on sale of assets, net 0.5 — Total $ 15.0 $ — The following table summarizes the Company’s severance accrual balance and related activity: 2023 2022 Beginning balance as of January 1 $ 44.2 $ 35.3 Severance accruals 4.8 — Liabilities acquired — — Payouts/Settlements (28.2) (11.6) Other 0.3 (0.3) Ending balance as of March 31 $ 21.1 $ 23.4 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | Debt Outstanding debt balances were as follows: March 31, 2023 December 31, 2022 Notes payable – current Uncommitted lines of credit $ 3.9 $ 0.9 FILO Facility 58.9 — 2023 Term Loan B Facility - USD 12.8 12.9 2023 Term Loan B Facility - Euro 5.2 5.1 2025 New Term Loan B Facility - USD 5.3 5.3 2025 New Term Loan B Facility - EUR 1.1 1.1 Other 0.3 1.7 $ 87.5 $ 27.0 Short-term deferred financing fees (3.8) (3.0) $ 83.7 $ 24.0 Long-term debt 2024 Senior Notes 72.1 72.1 2025 Senior Secured Notes - USD 2.7 2.7 2025 Senior Secured Notes - EUR 4.8 4.7 2026 Asset Backed Loan (ABL) 151.7 182.0 2025 New Term Loan B Facility - USD 528.1 529.5 2025 New Term Loan B Facility - EUR 96.7 95.5 2026 2L Notes 333.6 333.6 2025 New Senior Secured Notes - USD 718.1 718.1 2025 New Senior Secured Notes - EUR 387.1 379.7 2025 Superpriority Term Loans 400.6 400.6 Other 5.3 6.3 $ 2,700.8 $ 2,724.8 Long-term deferred financing fees (129.1) (139.0) $ 2,571.7 $ 2,585.8 On December 29, 2022 (the Settlement Date), the Company completed a series of transactions with certain key financial stakeholders to refinance certain debt with near-term maturities and provide the Company with new capital. The transactions and related material definitive agreements entered into by the Company are described below. 2024 Senior Notes On the Settlement Date, the Company completed a private exchange offer and consent solicitation with respect to the outstanding 8.50% Senior Notes due 2024, which included (i) a private offer to certain eligible holders to exchange any and all 2024 Senior Notes for units (the Units) consisting of (a) new 8.50%/12.50% Senior Secured PIK Toggle Notes due 2026 issued by the Company (the 2L Notes) and (b) a number of warrants (the New Warrants and, together with the Units and the New Notes, the New Securities) to purchase common shares, par value $1.25 per share, of the Company (Common Shares) and (ii) a related consent solicitation to adopt certain proposed amendments to the indenture governing the 2024 Senior Notes (the 2024 Senior Notes Indenture) to eliminate certain of the covenants, restrictive provisions and events of default intended to protect holders, among other things, from such indenture (collectively, the 2024 Exchange Offer and Consent Solicitation). Pursuant to the 2024 Exchange Offer and Consent Solicitation, the Company accepted $327.9 in aggregate principal amount of the 2024 Senior Notes (representing 81.97% of the aggregate principal amount outstanding of the 2024 Senior Notes) tendered for exchange and issued $333.6 in aggregate principal amount of Units consisting of $333.6 in aggregate principal amount of 2L Notes and 15,813,847 New Warrants to purchase up to 15,813,847 Common Shares. After consummation of the 2024 Exchange Offer and Consent Solicitation, $72.1 of 2024 Senior Notes remained outstanding. The Company is required to raise equity capital prior to the maturity date of the 2024 Senior Notes in an amount necessary to repurchase, redeem, prepay or pay in full any outstanding 2024 Senior Notes in excess of $20.0 (such 2024 Senior Notes in excess of $20.0 the Excess Stub Notes). Each New Warrant will initially represent the right to purchase one Common Share, at an exercise price of $0.01 per share. The New Warrants will, in the aggregate and upon exercise, be exercisable for up to 15,813,847 Common Shares (representing 19.99% of the Common Shares outstanding on the business day immediately preceding the Settlement Date), subject to adjustment. Unless earlier cancelled in accordance with their terms, New Warrants can be exercised at any time on and after April 1, 2024 and prior to December 30, 2027 (or, if such day is not a business day, the next succeeding day that is a business day). No cash will be payable by a warrantholder in respect of the exercise price for a New Warrant upon exercise. If a Termination Event (as defined in the agreement governing the Units) occurs with respect to any Units prior to April 1, 2024, the New Warrants forming part of such Units will automatically terminate and become void without further legal effect and will be cancelled for no further consideration. The 2L Notes are the Company’s senior secured obligations and are guaranteed by the Company’s material subsidiaries in the United States, Belgium, Canada, Germany, France, Italy, the Netherlands, Poland, Spain, Sweden and the United Kingdom (the Specified Jurisdictions), in each case, subject to agreed guaranty and security principles and certain exclusions. The obligations of the Company and the guarantors are secured (i) on a second-priority basis by certain Non-ABL Priority Collateral (as defined below) held by the Company and those guarantors that are organized in the United States, (ii) on a third-priority basis by certain other Non-ABL Priority Collateral held by the Company and the guarantors and (iii) on a fourth-priority basis by the ABL Priority Collateral (as defined below). The 2L Notes will mature on October 15, 2026 and bear interest at a fixed rate of 8.50% per annum through July 15, 2025, after which interest will accrue at the rate of 8.50% (if paid in cash) or 12.50% (if paid in the form of PIK Interest (as defined in the Indenture governing the 2L Notes (the 2L Notes Indenture)), subject to the applicable interest period determination election made for each applicable interest period after such date. Interest on the 2L Notes will be payable on January 15 and July 15 of each year, commencing on July 15, 2023. Interest will accrue from the Settlement Date. The 2L Notes will be redeemable at the Company’s option, in whole or in part, at any time at 100% of their principal amount, together with accrued and unpaid interest, subject to certain restrictions. Upon the occurrence of specific kinds of changes of control, the Company will be required to make an offer to repurchase some or all of the 2L Notes at 101% of their principal amount, plus accrued and unpaid interest to, but excluding, the repurchase date, subject to certain restrictions. Further, if the Company or its subsidiaries sell assets, under certain circumstances, the Company will be required to use the net proceeds from such sales to make an offer to purchase 2L Notes at an offer price in cash in an amount equal to 100% of the principal amount of the 2L Notes plus accrued and unpaid interest to, but excluding, the repurchase date, subject to certain restrictions. The 2L Notes Indenture contains covenants that, among other things, restrict the ability of the Company and its subsidiaries to incur additional indebtedness and guarantee indebtedness, pay dividends, prepay, redeem or repurchase certain debt, incur liens and to merge, consolidate or sell assets. 2025 Senior Secured Notes On the Settlement Date, the Company also completed the private exchange offers and consent solicitations with respect to the outstanding 9.375% Senior Secured Notes due 2025 issued by the Company (the 2025 USD Senior Notes) and the outstanding 9.000% Senior Secured Notes due 2025 issued by Diebold Nixdorf Dutch Holding B.V. (the Dutch Issuer), a direct and wholly owned subsidiary of the Company (the 2025 EUR Senior Notes, and together with the 2025 USD Senior Notes, the 2025 Senior Notes), which included (i) private offers to certain eligible holders to exchange (a) any and all 2025 USD Senior Notes for new senior secured notes (the New 2025 USD Senior Notes) having the same terms as the 2025 USD Senior Notes, other than the issue date, the first interest payment date, the first date from which interest will accrue and other than with respect to CUSIP and ISIN numbers, and (b) any and all 2025 EUR Senior Notes for new senior secured notes (the New 2025 EUR Senior Notes and, together with the New 2025 USD Senior Notes, the New 2025 Notes) having the same terms as the 2025 EUR Senior Notes, other than the issue date, the first interest payment date, the first date from which interest will accrue and other than with respect to ISIN numbers and common codes, and (ii) related consent solicitations to enter into supplemental indentures with respect to (a) the indenture governing the 2025 USD Senior Notes, dated as of July 20, 2020 (the 2025 USD Senior Notes Indenture), and (b) the indenture governing the 2025 EUR Senior Notes, dated as of July 20, 2020 (the 2025 EUR Senior Notes Indenture and, together with the 2025 USD Senior Notes Indenture, the 2025 Senior Notes Indentures), in order to amend certain provisions of the 2025 Senior Notes Indentures to, among other things, permit the December 2022 Refinancing Transactions (defined below) set forth in the Transaction Support Agreement, dated as of October 20, 2022 (as amended, the Transaction Support Agreement), among the Company, certain of its subsidiaries and certain creditors (collectively, the 2025 Exchange Offers and Consent Solicitations and, together with the 2024 Exchange Offer and Consent Solicitation, the Exchange Offers and Consent Solicitations). The 2025 Exchange Offers and Consent Solicitations were completed on the terms and subject to the conditions set forth in the Offering Memorandum and Consent Solicitation Statement, dated as of November 28, 2022 (as amended, the 2025 Offering Memorandum), and the related eligibility letter. Pursuant to the 2025 Exchange Offers and Consent Solicitations, the Company accepted $697.3 in aggregate principal amount of the 2025 USD Senior Notes (representing 99.61% of the aggregate principal amount of the outstanding 2025 USD Senior Notes) tendered for exchange and issued $718.1 in aggregate principal amount of the New 2025 USD Senior Notes. The Dutch Issuer accepted €345.6 in aggregate principal amount of the 2025 EUR Senior Notes (representing 98.75% of the aggregate principal amount of the outstanding 2025 EUR Senior Notes) tendered for exchange and issued €356.0 aggregate principal amount of the New 2025 EUR Senior Notes. In addition, eligible holders received payment in cash for accrued and unpaid interest on the 2025 Senior Notes that were accepted for exchange. The New 2025 USD Senior Notes are the Company’s senior secured obligations. The New 2025 USD Senior Notes and the 2025 USD Senior Notes that remain outstanding are guaranteed by the Company’s material subsidiaries in the Specified Jurisdictions, in each case, subject to agreed guaranty and security principles and certain exclusions. The obligations of the Company and the guarantors are secured (i) on a first-priority basis, ranking pari passu with the Superpriority Facility (as defined below), the 2025 EUR Senior Notes, the New 2025 EUR Senior Notes and the Existing Term Loans (as defined below) (excluding released liens), by certain Non-ABL Priority Collateral held by the Company and those guarantors that are organized in the United States, (ii) on a second-priority basis by certain other Non-ABL Priority Collateral held by the Company and the guarantors and (iii) on a third-priority basis by the ABL Priority Collateral. The New 2025 USD Senior Notes will mature on July 15, 2025 and bear interest at a rate of 9.375% per year from the Settlement Date. Interest on the New 2025 USD Senior Notes will be payable on January 15 and July 15 of each year, commencing on January 15, 2023. The New 2025 USD Senior Notes will be redeemable at the Company’s option, in whole or in part, upon not less than 15 nor more than 60 days’ notice mailed or otherwise sent to each holder, at 104.688% of their principal amount prior to July 15, 2023, 102.344% prior to July 15, 2024 and 100% thereafter, together with accrued and unpaid interest, if any, to, but excluding, the date of redemption, subject to certain restrictions. Upon the occurrence of specific kinds of changes of control, the Company will be required to make an offer to repurchase some or all of the New 2025 USD Senior Notes at 101% of their principal amount, plus accrued and unpaid interest to, but excluding, the repurchase date, subject to certain restrictions. Further, if the Company or its subsidiaries sell assets, under certain circumstances, the Company will be required to use the net proceeds from such sales to make an offer to purchase the New 2025 USD Senior Notes at an offer price in cash in an amount equal to 100% of the principal amount of the New 2025 USD Senior Notes plus accrued and unpaid interest to, but excluding, the repurchase date, subject to certain restrictions. The New 2025 EUR Senior Notes are the Dutch Issuer’s senior secured obligations. The New 2025 EUR Senior Notes and the 2025 EUR Senior Notes that remain outstanding are guaranteed by the Company and the Company’s material subsidiaries (other than the Dutch Issuer) in the Specified Jurisdictions, in each case, subject to agreed guaranty and security principles and certain exclusions. The obligations of the Dutch Issuer and the guarantors are secured (i) on a first-priority basis, ranking pari passu with the Superpriority Facility, the 2025 USD Senior Notes, the New 2025 USD Senior Notes and the Existing Term Loans (excluding released liens), by certain Non-ABL Priority Collateral held by the Company and those guarantors that are organized in the United States, (ii) on a second-priority basis by certain other Non-ABL Priority Collateral held by the Company and the guarantors and (iii) on a third-priority basis by the ABL Priority Collateral. The New 2025 EUR Senior Notes will mature on July 15, 2025 and bear interest at a rate of 9.000% per year from the Settlement Date. Interest on the New 2025 EUR Senior Notes will be payable on January 15 and July 15 of each year, commencing on January 15, 2023. The New 2025 EUR Senior Notes will be redeemable at the Dutch Issuer’s option, in whole or in part, upon not less than 15 nor more than 60 days’ notice mailed or otherwise sent to each holder, at 104.500% of their principal amount prior to July 15, 2023, 102.250% prior to July 15, 2024 and 100% thereafter, together with accrued and unpaid interest, if any, to, but excluding, the date of redemption, subject to certain restrictions. Upon the occurrence of specific kinds of changes of control, the Dutch Issuer will be required to make an offer to repurchase some or all of the New 2025 EUR Senior Notes at 101% of their principal amount, plus accrued and unpaid interest to, but excluding, the repurchase date, subject to certain restrictions. Further, if the Dutch Issuer or its subsidiaries sell assets, under certain circumstances, the Dutch Issuer will be required to use the net proceeds from such sales to make an offer to purchase the New 2025 EUR Senior Notes at an offer price in cash in an amount equal to 100% of the principal amount of the New 2025 EUR Senior Notes plus accrued and unpaid interest to, but excluding, the repurchase date, subject to certain restrictions. The Twelfth Amendment to the Existing Credit Agreement On the Settlement Date, the Company entered into a twelfth amendment (the Twelfth Amendment) to the Credit Agreement, dated as of November 23, 2015 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the Existing Credit Agreement). The Twelfth Amendment, among other things, (i) permits the Exchange Offers and Consent Solicitations, the Term Loan Exchange (as defined below), the Superpriority Facility, the ABL Facility and certain other related transactions (together, the December 2022 Refinancing Transactions), (ii) removes substantially all negative covenants and mandatory prepayment provisions from the Existing Credit Agreement and (iii) directs the collateral agent under the Existing Credit Agreement to release the liens on certain current-asset collateral securing the ABL Facility on a first-priority basis (the ABL Priority Collateral) and certain other collateral securing the Company’s obligations under the Existing Credit Agreement and the Company’s existing subsidiary guarantors’ obligations under the related guarantees (in each case, to the extent permitted, including under applicable law). Superpriority Facility On the Settlement Date, the Company and Diebold Nixdorf Holding Germany GmbH (the Superpriority Borrower) entered into a Credit Agreement (the Superpriority Credit Agreement), providing for a superpriority secured term loan facility of $400 (the Superpriority Facility). On the Settlement Date, the Superpriority Borrower borrowed the full $400 of term loans available (the Superpriority Term Loans). The proceeds of the borrowing under the Superpriority Facility were or will be used, respectively, (i) on the Settlement Date, to repay the New Term Loans (as defined below) in an amount equal to 15% of the principal amount of Existing Term Loans (as defined below) that participated in the Term Loan Exchange (the Initial New Term Loan Paydown), (ii) on December 31, 2023, to repay the New Term Loans in an amount equal to 5% of the principal amount (at the time of the Term Loan Exchange) of Existing Term Loans that participated in the Term Loan Exchange, subject to satisfaction of certain liquidity conditions, (iii) solely in the event that the repayment in (ii) is not made as a result of such liquidity conditions not being satisfied, on December 31, 2024, to repay the New Term Loans in an amount equal to 5% of the principal amount (at the time of the Term Loan Exchange) of Existing Term Loans that participated in the Term Loan Exchange, subject to satisfaction of the same liquidity condition measured on a pro forma basis on December 31, 2024 and (iv) for general corporate purposes (excluding making payments on any other funded indebtedness). The Superpriority Term Loans will mature on July 15, 2025. The Superpriority Term Loans bear interest equal to (i) in the case of Term Benchmark Loans (as defined in the Superpriority Credit Agreement), the Adjusted Term SOFR Rate (as defined in the Superpriority Credit Agreement and subject to a 4.0% floor) plus a 0.10% credit spread adjustment plus an applicable margin of 6.40% and (ii) in the case of Floating Rate Loans (as defined in the Superpriority Credit Agreement), the Alternate Base Rate (as defined in the Superpriority Credit Agreement and subject to a 5.0% floor) plus an applicable margin of 5.40%. Interest accrued on the Superpriority Loans is payable (i) in the case of Term Benchmark Loans, on the last day of the applicable Interest Period (as defined in the Superpriority Credit Agreement) (provided that, if the Interest Period is longer than three months, interest is also payable on the last day of each three-month interval during such Interest Period), on any date on which the Term Benchmark Loans are repaid, and at maturity, and (ii) in the case of Floating Rate Loans, on the last business day of each March, June, September and December occurring after the Settlement Date, beginning with March 31, 2023, and at maturity. Pursuant to the Transaction Support Agreement, the Superpriority Borrower paid a fee to the lenders under the Superpriority Facility in an amount equal to 6.40% per annum of such lenders’ commitments (the Ticking Fee), which began accruing on December 20, 2022 until the Settlement Date. The total amount of the Ticking Fee paid to all lenders was $0.6, and was paid in the form of additional Superpriority Term Loans on the Settlement Date. The obligations of the Superpriority Borrower under the Superpriority Facility are guaranteed, subject to certain exclusions and agreed guaranty and security principles, by the Company and the Company’s material subsidiaries in the Specified Jurisdictions and secured (i) on a first-priority basis by substantially all assets (subject to agreed guaranty and security principles and certain exclusions) other than the ABL Priority Collateral (the Non-ABL Priority Collateral) held by the Superpriority Borrower and those guarantors that are organized outside the United States and certain Non-ABL Priority Collateral held by the Company and those guarantors that are organized in the United States, (ii) on a first-priority basis, ranking pari passu with the New Term Loans, the 2025 Senior Notes, the New 2025 Notes and the Existing Term Loans (excluding released liens), by certain Non-ABL Priority Collateral held by the Company and those guarantors that are organized in the United States and (iii) on a second-priority basis by the ABL Priority Collateral. The Superpriority Borrower may prepay the Superpriority Term Loans at any time; provided that voluntary prepayments and certain mandatory prepayments made (i) prior to December 29, 2024 must be accompanied by a customary make-whole premium and (ii) on or after December 29, 2024 must be accompanied by a premium of 5.00% of the aggregate principal amount of the Superpriority Term Loans being prepaid. The Superpriority Credit Agreement additionally provides that the Superpriority Borrower is required to prepay the Superpriority Term Loans in certain circumstances, including (i) in connection with asset sales, where mandatory prepayments must be made with the proceeds of such asset sales and accompanied by a premium of 1.00% of the aggregate principal amount of the loans being prepaid, and (ii) in connection with change of control and certain other transformative transactions, where prepayments must be accompanied by a premium of 5.00% of the aggregate principal amount of the loans being prepaid. Amounts borrowed and repaid under the Superpriority Facility may not be reborrowed. The Superpriority Credit Agreement contains affirmative and negative covenants customary for facilities of its type, including, but not limited to, delivery of financial information, limitations on mergers, consolidations and fundamental changes, limitations on sales of assets, limitations on investments and acquisitions, limitations on liens, limitations on transactions with affiliates, limitations on indebtedness, limitations on negative pledge clauses, limitations on restrictions on subsidiary distributions, limitations on restricted payments and limitations on certain payments of indebtedness. The Superpriority Credit Agreement contains restrictions on making repayments of certain junior indebtedness prior to their maturity, subject to certain specified repayment conditions. The Superpriority Credit Agreement provides for certain customary events of default, including, but not limited to, nonpayment of principal, interest, fees or other amounts, breach of covenants, cross default and cross acceleration to material indebtedness, voluntary and involuntary bankruptcy or insolvency proceedings, unpaid material judgments and change of control. Term Loans On December 16, 2022, the Company made an offer to (i) each of the lenders (collectively, the Existing Dollar Term Lenders) holding certain dollar term loans (the Existing Dollar Term Loans) under the Existing Credit Agreement providing for the opportunity to exchange all (but not less than all) of the principal amount of its Existing Dollar Term Loans for the same principal amount of Dollar Term Loans (the New Dollar Term Loans) as defined in and made pursuant to the New Term Loan Credit Agreement (as defined below), plus the Transaction Premium (as defined in the Twelfth Amendment), and (ii) each of the lenders (collectively, the Existing Euro Term Lenders and together with the Existing Dollar Term Lenders, the Existing Term Lenders) holding certain euro term loans (the Existing Euro Term Loans and together with the Existing Dollar Term Loans, the Existing Term Loans; the loan facility for the Existing Term Loans, the Existing Term Loan Facility) providing for the opportunity to exchange all (but not less than all) of the principal amount of its Existing Euro Term Loans for either (a) the same principal amount of Euro Term Loans (the New Euro Term Loans and together with the New Dollar Term Loans, the New Term Loans; the loan facility for the New Term Loans, the New Term Loan Facility) as defined in and made pursuant to the New Term Loan Credit Agreement or (b) the same principal amount of New Dollar Term Loans (with the exchange rate used for such conversion of the existing principal amount denominated in euros to the equivalent new principal amount denominated in dollars determined by reference to the WMR 4pm London Mid Spot Rate published by Refinitiv at 4:00 p.m. (London Time) on the date that was two business days prior to the Settlement Date), in each case, plus the Transaction Premium (collectively, clauses (i) and (ii), the Term Loan Exchange Offer and the exchange pursuant to the Term Loan Exchange Offer, the Term Loan Exchange). On the Settlement Date, the Company completed the Term Loan Exchange whereby approximately 96.6% of the aggregate principal amount of Existing Dollar Term Loans and approximately 98.6% of the aggregate principal amount of Existing Euro Term Loans, were exchanged into $626.0 (including a transaction premium of $18.2) in aggregate principal amount of New Dollar Term Loans, and €106.0 (including a transaction premium of € 3.1) in aggregate principal amount of New Euro Term Loans. Substantially concurrently with the completion of the Term Loan Exchange Offer, the Company prepaid $91.2 in aggregate principal amount of New Dollar Term Loans and €15.4 in aggregate principal amount of New Euro Term Loans, pursuant to the Initial New Term Loan Paydown and consistent with the Transaction Support Agreement. On December 31, 2023, the Company will prepay $30.4 in aggregate principal amount of the New Dollar Term Loans and €5.1 in aggregate principal amount of the New Euro Term Loans, subject to satisfaction of certain liquidity conditions. As a result of the Term Loan Exchange, the Company’s obligations in respect of the Existing Term Loans of each lender who participated in the Term Loan Exchange were discharged and deemed satisfied in full, and each such lender’s commitments with respect to the Existing Term Loans were canceled. The terms of the New Term Loans are governed by a Credit Agreement (the New Term Loan Credit Agreement), dated as of the Settlement Date, among the Company the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and GLAS America LLC, as collateral agent, which provides that the New Term Loans will mature on July 15, 2025. The New Term Loans bear interest at a rate equal to (i) in the case of Term Benchmark Loans (as defined in the New Term Loan Credit Agreement), (a) for New Dollar Term Loans, the Adjusted Term SOFR Rate (as defined in the New Term Loan Credit Agreement and subject to a 1.50% floor) plus a 0.10% credit spread adjustment plus an applicable margin of 5.25% and (b) for New Euro Term Loans, the Adjusted EURIBOR Rate (as defined in the New Term Loan Credit Agreement and subject to a 0.50% floor) plus an applicable margin of 5.50% and (ii) in the case of Floating Rate Loans (as defined in the New Term Loan Credit Agreement), the Alternate Base Rate (as defined in the New Term Loan Credit Agreement and subject to a 2.50% floor) plus an applicable margin of 4.25%. Interest accrued on the New Term Loans is payable (i) in the case of Term Benchmark Loans, on the last day of the applicable Interest Period (as defined in the New Term Loan Credit Agreement) (provided that, if the Interest Period is longer than three months, interest is also payable on the last day of each three month interval during such Interest Period), on any date on which the Term Benchmark Loans are repaid and at maturity, (ii) in the case of Floating Rate Loans, on the last business day of each March, June, September and December occurring after the Settlement Date, beginning with March 31, 2023, and at maturity. The obligations of the Company under the New Term Loan Credit Agreement are guaranteed, subject to certain exclusions and agreed guaranty and security principles, by the Company’s material subsidiaries in the Specified Jurisdictions and secured (i) on a first-priority basis, ranking pari passu with the Superpriority Facility, the 2025 Senior Notes, the New 2025 Notes and the Existing Term Loans (excluding released liens), by certain Non-ABL Priority Collateral held by the Company and those guarantors that are organized in the United States, (ii) on a second-priority basis by certain other Non-ABL Priority Collateral held by the guarantors that are organized outside the United States and (iii) on a third-priority basis by the ABL Priority Collateral. The New Term Loan Credit Agreement contains affirmative and negative covenants customary for facilities of its type, including, but not limited to, delivery of financial information, limitations on mergers, consolidations and fundamental changes, limitations on sales of assets, limitations on investments and acquisitions, limitations on liens, limitations on transactions with affiliates, limitations on indebtedness, limitations on negative pledge clauses, limitations on restrictions on subsidiary distributions, limitations on restricted payments and limitations on certain payments of indebtedness. The New Term Loan Credit Agreement provides that the Company may prepay the New Term Loans at any time without premium or penalty, subject to restrictions contained in the documentation governing the Company’s other indebtedness. The New Term Loan Credit Agreement additionally provides that the Company will be required to prepay the New Term Loans in certain circumstances (without premium), including with the proceeds of asset sales and in connection with change of control transactions. Once repaid, the New Term Loans may not be reborrowed. ABL Revolving Credit and Guaranty Agreements On the Settlement Date, the Company and subsidiary borrowers (together with the Company, the ABL Borrowers) entered into a Revolving Credit and Guaranty Agreement (the ABL Credit Agreement). The ABL Credit Agreement provides for an asset-based revolving credit facility (the ABL Facility) consisting of three Tranches (respectively, Tranche A, Tranche B and Tranche C) with a total commitment of up to $250, including a Tranche A commitment of up to $155, a Tranche B commitment of up to $25 and a Tranche C commitment of up to $70. Letters of credit are limited to the lesser of (i) $50 and (ii) the aggregate unused amount of the applicable lenders’ Tranche A commitments then in effect. Swing line loans are limited to the lesser (i) $50 and (ii) in respect of an applicable borrower, such borrower’s Tranche A available credit then in effect. Subject to currencies available under the applicable Tranche, loans under the ABL Facility may be denominated, depending on the Tranche being drawn, in U.S. Dollars, Canadian Dollars, Euros and Pounds Sterling. The ABL Facility replaced the commitments of the Company’s existing revolving credit lenders under the Existing Credit Agreement, which were repaid in full and terminated on the Settlement Date. On the Settlement Date, certain ABL Borrowers borrowed a total of $182 under the ABL Facility, consisting of $122 of Tranche A loans and $60 of Tranche C loans. The proceeds of borrowing under the ABL Facility were or will be used, as applicable, (i) to finance the December 2022 Refinancing Transactions, including the repayment of revolving loans outstanding under the Existing Credit Agreement on the Settlement Date, (ii) to finance the ongoing working capital requirements of the ABL Borrowers and their respective subsidiaries and (iii) for other general corporate purposes. The ABL Facility will mature on July 20, 2026, subject to a springing maturity to a date that is 91 days prior to the maturity date of any indebtedness for borrowed money (other than any Existing Term Loans or 2024 Senior Notes that were not exchanged in connection with the December 2022 Refinancing Transactions) in an aggregate principal amount of more than $25 incurred by the Company or any of its subsidiaries. Loans under the ABL Facility bear interest determined by reference to a benchmark rate plus a margin of between 1.50% and 3.00%, in each case, depending on the amount of excess availability, the currency of the loans and the type of loans under the ABL Facility. A commitment fee equal to 0.50% per annum of the average daily unused portion is also payable quarterly by the ABL Borrowers under the ABL Facility. The ABL Borrowers may borrow only up to the lesser of the level of the then-current borrowing base and the committed maximum borrowing capacity of $250.0, subject to certain sub-caps that are applicable under the ABL Facility. The obligations of the ABL Borrowers under the ABL Facility are guaranteed, subject to certain exclusions and agreed guaranty and security principles, by the Company’s material |
Equity
Equity | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
EQUITY | Equity The following tables present changes in shareholders' equity attributable to Diebold Nixdorf, Incorporated and the noncontrolling interests: Accumulated Other Comprehensive Loss Total Diebold Nixdorf, Incorporated Shareholders' Equity Common Shares Additional Accumulated Deficit Treasury Equity Warrants Non-controlling Total Balance, December 31, 2022 $ 119.8 $ 831.5 $ (1,406.7) $ (585.6) $ (360.0) $ 20.1 $ (1,380.9) $ 9.8 $ (1,371.1) Net loss — — (111.1) — — — (111.1) (0.4) (111.5) Other comprehensive loss — — — — 6.3 — 6.3 2.2 8.5 Share-based compensation issued 1.0 (1.0) — — — — — — — Share-based compensation expense — 1.3 — — — — 1.3 — 1.3 Treasury shares — — — (0.8) — — (0.8) — (0.8) Balance, March 31, 2023 $ 120.8 $ 831.8 $ (1,517.8) $ (586.4) $ (353.7) $ 20.1 $ (1,485.2) $ 11.6 $ (1,473.6) Accumulated Other Comprehensive Loss Total Diebold Nixdorf, Incorporated Shareholders' Equity Common Shares Additional Accumulated Deficit Treasury Equity Warrants Non-controlling Total Balance, December 31, 2021 $ 118.3 $ 819.6 $ (822.4) $ (582.1) $ (378.5) $ — $ (845.1) $ 8.1 $ (837.0) Net loss — — (183.1) — — — (183.1) (0.8) (183.9) Other comprehensive loss — — — — 13.1 — 13.1 0.8 13.9 Share-based compensation issued 1.2 (1.2) — — — — — — — Share-based compensation expense — 1.7 — — — — 1.7 — 1.7 Treasury shares — — — (3.3) — — (3.3) — (3.3) Balance, March 31, 2022 $ 119.5 $ 820.1 $ (1,005.5) $ (585.4) $ (365.4) $ — $ (1,016.7) $ 8.1 $ (1,008.6) |
Benefit Plans
Benefit Plans | 3 Months Ended |
Mar. 31, 2023 | |
Retirement Benefits [Abstract] | |
BENEFIT PLANS | Benefit Plans Qualified Retirement Benefits. The Company has a qualified retirement plan covering certain U.S. employees that has been closed to new participants since 2003 and frozen since December 2013. The Company has a number of non-U.S. defined benefit plans covering eligible employees located predominately in Europe, the most significant of which are German plans. Benefits for these plans are based primarily on each employee's final salary, with periodic adjustments for inflation. The obligations in Germany consist of employer funded pension plans and deferred compensation plans. The employer funded pension plans are based upon direct performance-related commitments in terms of defined contribution plans. Each beneficiary receives, depending on individual pay-scale grouping, contractual classification, or income level, different yearly contributions. The contribution is multiplied by an age factor appropriate to the respective pension plan and credited to the individual retirement account of the employee. The retirement accounts may be used up at retirement by either a one-time lump-sum payout or payments of up to ten years. The Company has other defined benefit plans outside the U.S., which have not been mentioned here due to materiality. Supplemental Executive Retirement Benefits. The Company has non-qualified pension plans in the U.S. to provide supplemental retirement benefits to certain officers, which have also been frozen since December 2013. Benefits are payable at retirement based upon a percentage of the participant’s compensation, as defined. Other Benefits. In addition to providing retirement benefits, the Company provides post-retirement healthcare and life insurance benefits (referred to as other benefits) for certain retired employees. Retired eligible employees in the U.S. may be entitled to these benefits based upon years of service with the Company, age at retirement and collective bargaining agreements. There are no plan assets and the Company funds the benefits as the claims are paid. The post-retirement benefit obligation was determined by application of the terms of medical and life insurance plans together with relevant actuarial assumptions and healthcare cost trend rates. The following tables set forth the net periodic benefit cost for the Company’s defined benefit pension plans and other benefits for the three months ended March 31, 2023 and March 31, 2022, respectively: Three months ended Pension Benefits U.S. Plans Non-U.S. Plans Other Benefits 2023 2022 2023 2022 2023 2022 Components of net periodic benefit cost Service cost $ — $ — $ 1.6 $ 2.4 $ — $ — Interest cost 4.9 4.3 2.9 1.1 0.1 0.1 Expected return on plan assets (4.5) (5.8) (3.4) (3.9) — — Recognized net actuarial loss (gain) 0.2 1.6 (0.9) (0.4) (0.1) (0.1) Amortization of prior service cost — — (0.2) (0.1) — — Net periodic pension benefit cost $ 0.6 $ 0.1 $ — $ (0.9) $ — $ — Contributions and Reimbursements For the three months ended March 31, 2023 and March 31, 2022, contributions of $17.5 and $21.8, respectively, were made to the qualified and non-qualified pension plans. The Company received reimbursements of $22.8 and $17.0 for certain benefits paid from its German plan trustee during March 2023 and May 2022, respectively. |
Fair Value of Assets and Liabil
Fair Value of Assets and Liabilities | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF ASSETS AND LIABILITIES | Fair Value of Assets and Liabilities Assets and Liabilities Recorded at Fair Value Assets and liabilities subject to fair value measurement by fair value level and recorded as follows: March 31, 2023 December 31, 2022 Fair Value Measurements Using Fair Value Measurements Using Classification on condensed consolidated Balance Sheets Fair Value Level 1 Level 2 Fair Value Level 1 Level 2 Assets Certificates of deposit Short-term investments $ 16.6 $ 16.6 $ — $ 24.6 $ 24.6 $ — Assets held in rabbi trusts Securities and other investments 4.2 4.2 — 4.4 4.4 — Total $ 20.8 $ 20.8 $ — $ 29.0 $ 29.0 $ — Liabilities Deferred compensation Other liabilities 4.2 4.2 — 4.4 4.4 — Total $ 4.2 $ 4.2 $ — $ 4.4 $ 4.4 $ — The Company uses the end of period when determining the timing of transfers between levels. During each of the three months ended March 31, 2023 and 2022, there were no transfers between levels. The carrying amount of the Company's revolving credit facility approximates fair value. The remaining debt had a carrying value of $2,573.8 and fair value of $1,441.0 at March 31, 2023, and a carrying value of $2,557.6 and fair value of $1,819.7 at December 31, 2022. Refer to Note 9 for further details surrounding the Company's debt as of March 31, 2023 compared to December 31, 2022. Additionally, the Company would remeasure certain assets at fair value, using Level 3 measurements, as a result of the occurrence of triggering events. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Commitments and Contingencies Indirect Tax Contingencies The Company accrues for indirect tax matters when management believes that a loss is probable and the amounts can be reasonably estimated, while contingent gains are recognized only when realized. In the event any losses are sustained in excess of accruals, they are charged against income. In evaluating indirect tax matters, management takes into consideration factors such as historical experience with matters of similar nature, specific facts and circumstances and the likelihood of prevailing. Management evaluates and updates accruals as matters progress over time. It is reasonably possible that some of the matters for which accruals have not been established could be decided unfavorably to the Company and could require recognizing future expenditures. Also, statutes of limitations could expire without the Company paying the taxes for matters for which accruals have been established, which could result in the recognition of future gains upon reversal of accruals at that time. At March 31, 2023, the Company was a party to several routine indirect tax claims from various taxing authorities globally that were incurred in the normal course of business, which neither individually nor in the aggregate are considered material by management in relation to the Company’s financial position or results of operations. In management’s opinion, the condensed consolidated financial statements would not be materially affected by the outcome of these indirect tax claims and/or proceedings or asserted claims. A loss contingency is reasonably possible if it has a more than remote but less than probable chance of occurring. Although management believes the Company has valid defenses with respect to its indirect tax positions, it is reasonably possible that a loss could occur in excess of the estimated liabilities. The Company estimated the aggregate risk at March 31, 2023 to be up to $51.1 for its material indirect tax matters. The aggregate risk related to indirect taxes is adjusted as the applicable statutes of limitations expire. Legal Contingencies At March 31, 2023, the Company was a party to several lawsuits that were incurred in the normal course of business, which neither individually nor in the aggregate were considered material by management in relation to the Company’s financial position or results of operations. In management’s opinion, the Company's condensed consolidated financial statements would not be materially affected by the outcome of these legal proceedings or asserted claims. In addition to these normal course of business litigation matters, the Company is a party to the proceedings described below: Diebold Nixdorf Holding Germany GmbH, formerly Diebold Nixdorf Holding Germany Inc. & Co. KGaA (Diebold KGaA), is a party to two separate appraisal proceedings (Spruchverfahren) in connection with the purchase of all shares in its former listed subsidiary, Diebold Nixdorf AG. The first appraisal proceeding, which relates to the Domination and Profit Loss Transfer Agreement (DPLTA) entered into by Diebold KGaA and former Diebold Nixdorf AG, which became effective on February 17, 2017, is pending at the Higher Regional Court (Oberlandesgericht) of Düsseldorf (Germany) as the court of appeal. The DPLTA appraisal proceeding was filed by minority shareholders of Diebold Nixdorf AG challenging the adequacy of both the cash exit compensation of €55.02 per Diebold Nixdorf AG share (of which 6.9 shares were then outstanding) and the annual recurring compensation of €2.82 per Diebold Nixdorf AG share offered in connection with the DPLTA. The second appraisal proceeding relates to the cash merger squeeze-out of minority shareholders of Diebold Nixdorf AG in 2019 and is pending at the same Chamber for Commercial Matters (Kammer für Handelssachen) at the District Court (Landgericht) of Dortmund (Germany) that was originally competent for the DPLTA appraisal proceedings. The squeeze-out appraisal proceeding was filed by former minority shareholders of Diebold Nixdorf AG challenging the adequacy of the cash exit compensation of €54.80 per Diebold Nixdorf AG share (of which 1.4 shares were then outstanding) in connection with the merger squeeze-out. In both appraisal proceedings, a court ruling would apply to all Diebold Nixdorf AG shares outstanding at the time when the DPLTA or the merger squeeze-out, respectively, became effective. Any cash compensation received by former Diebold Nixdorf AG shareholders in connection with the merger squeeze-out would be netted with any higher cash compensation such shareholder may still claim in connection with the DPLTA appraisal proceeding. In the second quarter of 2022, the District Court of Dortmund dismissed all claims to increase the cash compensation in the DPLTA appraisal proceedings. This first instance decision, however, is not final as some of the plaintiffs filed appeals. The Company believes that the compensation offered in connection with the DPLTA and the merger squeeze-out was in both cases fair and that the decision of the District Court of Dortmund in the DPLTA appraisal proceedings validates its position. German courts often adjudicate increases of the cash compensation to plaintiffs in varying amounts in connection with German appraisal proceedings. Therefore, the Company cannot rule out that a court may increase the cash compensation in these appraisal proceedings. The Company, however, is convinced that its defense in both appraisal proceedings is supported by strong sets of facts and the Company will continue to vigorously defend itself in these matters. Bank Guarantees, Standby Letters of Credit, and Surety Bonds In the ordinary course of business, the Company may issue performance guarantees on behalf of its subsidiaries to certain customers and other parties. Some of those guarantees may be backed by standby letters of credit, surety bonds, or similar instruments. In general, under the guarantees, the Company would be obligated to perform, or cause performance, over the term of the underlying contract in the event of an unexcused, uncured breach by its subsidiary, or some other specified triggering event, in each case as defined by the applicable guarantee. At March 31, 2023, the maximum future contractual obligations relative to these various guarantees totaled $140.6, of which $24.0 represented standby letters of credit to insurance providers, and no associated liability was recorded. At December 31, 2022, the maximum future payment obligations relative to these |
Revenue from Contract with Cust
Revenue from Contract with Customer | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer | Note 15: Revenue Recognition A performance obligation is a contractual promise to transfer a distinct good or service to the customer. A contract's transaction price is allocated to each distinct performance obligation and is recognized as revenue when (point in time) or as (over time) the performance obligation is satisfied. The following table represents the percentage of revenue recognized either at a point in time or over time: Three months ended March 31, Timing of revenue recognition 2023 2022 Products transferred at a point in time 40 % 37 % Products and services transferred over time 60 % 63 % Net sales 100 % 100 % Contract balances Contract assets are the rights to consideration in exchange for goods or services that the Company has transferred to a customer when that right is conditional on something other than the passage of time. Contract assets of the Company primarily relate to the Company's rights to consideration for goods shipped and services provided but not contractually billable at the reporting date. The contract assets are reclassified into the receivables balance when the rights to receive payment become unconditional. Contract liabilities are 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, contract liabilities are recorded as advanced payments for products and other deliverables that are billed to and collected from customers prior to revenue being recognizable. Contract assets are minimal for the periods presented. The following table provides information about receivables and deferred revenue, which represent contract liabilities from contracts with customers: Contract balance information Trade receivables Contract liabilities Balance at December 31, 2022 $ 612.2 $ 453.2 Balance at March 31, 2023 $ 627.1 $ 486.7 There have been $7.2 and $4.6 of impairment losses recognized as bad debt related to receivables or contract assets arising from the Company's contracts with customers during the three months ended March 31, 2023 and 2022, respectively. As of December 31, 2022, the Company had $453.2 of unrecognized deferred revenue constituting the remaining performance obligations that are unsatisfied (or partially unsatisfied). During the three months ended March 31, 2023, the Company recognized revenue of $122.1 related to the Company's deferred revenue balance at December 31, 2022. Transaction price allocated to the remaining performance obligations |
Finance Lease Receivables
Finance Lease Receivables | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Lessor, Direct Financing Leases | Finance Lease Receivables Under certain circumstances, the Company provides financing arrangements to customers that are largely classified and accounted for as sales-type leases. The Company records interest income and any fees or costs related to financing receivables using the effective interest method over the term of the lease. The following table presents the components of finance lease receivables: March 31, 2023 December 31, 2022 Gross minimum lease receivables $ 29.4 $ 28.1 Allowance for credit losses (0.2) (0.2) Estimated unguaranteed residual values 0.1 0.1 29.3 28.0 Less: Unearned interest income (1.5) (1.5) Total $ 27.8 $ 26.5 Future minimum payments due from customers under finance lease receivables as of March 31, 2023 are as follows: 2023 $ 7.3 2024 5.9 2025 5.2 2026 5.0 2027 3.7 Thereafter 2.3 $ 29.4 |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | Note 17: Segment Information During the second quarter of 2022, the Company appointed a new Chief Executive Officer, who is also the CODM, and announced an organizational simplification initiative. In connection with those events, the Company's reportable segments are no longer Americas Banking, Eurasia Banking and Retail, and instead the reportable operating segments are the following: Banking and Retail. Under the simplified organization and related restructuring discussed in Note 8, the Company does not have regionally focused direct reports to the CODM, and the CODM analyzes Banking and Retail on a global basis and not based on regional profitability metrics. The Company's new reportable segment information below directly aligns with how the CODM regularly reviews results to make decisions, allocate resources and assess performance. The new Banking segment's sales and cost of sales are the summation of the legacy Americas Banking and Eurasia Banking's sales and cost of sales. The Company will continually consider its operating structure and the information subject to regular review. Segment operating profit (loss) as disclosed herein is consistent with the segment profit or loss measure used by the CODM and does not include corporate charges, amortization of acquired intangible assets, asset impairment, restructuring and transformation charges, the results of the held-for-sale European retail business, or other non-routine, unusual or infrequently occurring items, as the CODM does not regularly review and use such financial measures to make decisions, allocate resources and assess performance. Segment revenue represents revenues from sales to external customers. Segment operating profit is defined as revenues less expenses directly attributable to the segments. The Company does not allocate to its segments certain operating expenses which are managed at the headquarters level; that are not used in the management of the segments, not segment-specific, and impractical to allocate. In some cases the allocation of corporate charges has changed from the legacy structure to the new structure, but prior periods have been recast to conform to the new presentation. Segment operating profit reconciles to consolidated income (loss) before income taxes by deducting items that are not attributed to the segments and which are managed independently of segment results. Assets are not allocated to segments, and thus are not included in the assessment of segment performance, and consequently, we do not disclose total assets and depreciation and amortization expense by reportable operating segment. The following tables present information regarding the Company’s segment performance and provide a reconciliation between segment operating profit and the consolidated income (loss) before income taxes: Three months ended March 31, 2023 2022 Net sales summary by segment Banking $ 592.9 $ 562.7 Retail 260.4 261.7 Held for sale non-core European retail business (7) 4.8 5.4 Total revenue $ 858.1 $ 829.8 Segment operating profit Banking $ 79.9 $ 46.1 Retail 39.1 24.2 Total segment operating profit $ 119.0 $ 70.3 Corporate charges not allocated to segments (1) $ (69.0) $ (71.2) Impairment of assets (2) (0.9) (55.2) Amortization of Wincor Nixdorf purchase accounting intangible assets (3) (17.7) (18.5) Restructuring and transformation expenses (4) (15.0) — Refinancing related costs (5) (14.1) — Net non-routine expense (6) (0.7) (2.4) Held for sale non-core European retail business (7) (3.7) (6.4) (121.1) (153.7) Operating loss (2.1) (83.4) Other income (expense) (88.2) (48.9) Loss before taxes $ (90.3) $ (132.3) (1) Corporate charges not allocated to segments include headquarter-based costs associated primarily with human resources, finance, IT and legal that are not directly attributable to a particular segment and are separately assessed by the CODM for purposes of making decisions, assessing performance and allocating resources. (2) Impairment of $0.9 in the first quarter of 2023 relates to leased European facilities closures and $55.2 in the first quarter 2022 related to impairment of capitalized cloud-based North America ERP costs of $38.4, and as a result of the Russian incursion into Ukraine and the related economic sanctions, the Company impaired $16.8 of assets connected with the Company's operations in Russia, Ukraine and Belarus. (3) The amortization of purchase accounting intangible assets is not included in the segment results used by the CODM to make decisions, allocate resources or assess performance. (4) Refer to Note 8 for further information regarding restructurings. Consistent with the historical reportable segment structure, restructuring and transformation costs are not assigned to the segments, and are separately analyzed by the CODM. (5) Refinancing related costs are fees earned by our advisors that have been accounted for as period expense. (6) Net non-routine expense consists of items that the Company has determined are non-routine in nature and not allocated to the reportable operating segments as they are not included in the measure used by the CODM to make decisions, allocate resources and assess performance. (7) Held for sale non-core European retail business represents the revenue and operating profit of a business that has been classified as held for sale for all of the periods presented, but which was removed in 2022 from the retail segment's information used by the CODM to make decisions, assess performance and allocate resources, and now is individually analyzed. This change and timing thereof aligns with the build-out of a data center that makes the entity capable of operating autonomously and is consistent with material provided in connection with our refinancing effort which are exclusive of this entity. The first quarter of 2022 has been restated above to exclude the results of the held for sale non-core European retail business from the Retail segment for comparability to current year results. The following table presents information regarding the Company’s segment net sales by service and product solution: Three months ended March 31, 2023 2022 Segments Banking Services $ 381.1 $ 383.7 Products 211.8 179.0 Total Banking 592.9 562.7 Retail Services 133.2 140.0 Products 127.2 121.7 Total Retail 260.4 261.7 Held for sale non-core European retail business Services 2.1 2.5 Products 2.7 2.9 Total revenue $ 858.1 $ 829.8 |
Research and Development
Research and Development | 3 Months Ended |
Mar. 31, 2023 | |
Research and Development [Abstract] | |
Research, Development, and Computer Software Disclosure | Note 18: Cloud Implementation At December 31, 2021, the Company had capitalized $50.7 of cloud implementation costs, which are presented in the Other assets caption of the condensed consolidated balance sheets. During the first quarter of 2022, the Company impaired $38.4 of capitalized cloud implementation costs related to a cloud-based North American enterprise resource planning (ERP) system, which was intended to replace the on premise ERP currently in use. In connection with the executive transition that took place in the first quarter of 2022 and the culmination of related process optimization workshops in March 2022, the Company made the decision to indefinitely suspend the cloud-based North America ERP implementation, which was going to require significant additional investment before it could function as well as our current North America ERP, and to instead focus the Company's ERP implementation efforts on the distribution subsidiaries, which can better leverage the standardization and simplification initiatives connected with the cloud-based implementation. As a result of the completed process optimization walkthroughs, the Company determined that the customizations already built for the North America ERP should not be leveraged at the distribution subsidiaries which require more streamlined and scalable process flows. At March 31, 2023, the Company had a net book value of capitalized cloud implementation costs of $19.6, which relates to a combination of the distribution subsidiary ERP and corporate tools to support business operations. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 19: War in Ukraine The Company has a Russian distribution subsidiary that generated approximately $45.0 in revenue and $5.0 in operating profit during the year ended December 31, 2021. Due to the economic sanctions levied on and economic conditions in Russia, the Company is making progress towards liquidating the distribution subsidiary. Additionally, the Company has distribution partners in Russia, Ukraine and Belarus that generated approximately $35.0 in revenue and $5.0 in gross profit during the year ended December 31, 2021. Due to the Russian incursion into Ukraine and the related economic sanctions, the prospect of re-establishing revenue from these relationships is currently uncertain. Based on the circumstances outlined above, the Company recorded an impairment charge of $16.8 in the first quarter of 2022, inclusive of trade receivables from customers in the region that are doubtful of being collected, inventory specifically for customers in the region and various other assets that are not recoverable. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Computation of earnings per share under the treasury stock method and the effect on the weighted-average number of shares of dilutive potential common stock: | The following table represents amounts used in computing loss per share and the effect on the weighted-average number of shares of dilutive potential common shares: Three months ended March 31, 2023 2022 Numerator Loss used in basic and diluted loss per share Net loss $ (111.5) $ (183.9) Net loss attributable to noncontrolling interests (0.4) (0.8) Net loss attributable to Diebold Nixdorf, Incorporated $ (111.1) $ (183.1) Denominator Weighted-average number of common shares used in basic and diluted loss per share (1) 79.3 78.7 Net loss attributable to Diebold Nixdorf, Incorporated Basic and diluted loss per share $ (1.40) $ (2.33) (1) Shares of 2.2 and 4.0 for the three months ended March 31, 2023 and 2022, respectively, are excluded from the computation of diluted loss per share because the effects are anti-dilutive, irrespective of the net loss position. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Major classes of inventories | Major classes of inventories are summarized as follows: March 31, 2023 December 31, 2022 Raw materials and work in process $ 220.0 $ 200.6 Finished goods 247.9 229.4 Total product inventories 467.9 430.0 Service parts 171.6 158.1 Total inventories $ 639.5 $ 588.1 |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Investment | The Company’s investments subject to fair value measurement consist of the following: Cost Basis Unrealized Fair Value As of March 31, 2023 Short-term investments Certificates of deposit $ 16.6 $ — $ 16.6 Long-term investments Assets held in a rabbi trust $ 3.8 $ 0.4 $ 4.2 As of December 31, 2022 Short-term investments Certificates of deposit $ 24.6 $ — $ 24.6 Long-term investments Assets held in a rabbi trust $ 4.3 $ 0.1 $ 4.4 |
Goodwill and Other Assets (Tabl
Goodwill and Other Assets (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | The changes in the carrying amount of goodwill for the three months ended March 31, 2023 are as follows: Banking Retail Total Goodwill $ 903.6 $ 269.6 $ 1,173.2 Accumulated impairment (413.7) (57.2) (470.9) Balance at January 1, 2023 $ 489.9 $ 212.4 $ 702.3 Currency translation adjustment (0.1) — (0.1) Goodwill $ 903.5 $ 269.6 $ 1,173.1 Accumulated impairment (413.7) (57.2) (470.9) Balance at March 31, 2023 $ 489.8 $ 212.4 $ 702.2 |
Schedule Of Intangible Assets [Table Text Block] | The following summarizes information on intangible assets by major category: March 31, 2023 December 31, 2022 Weighted-average remaining useful lives Gross Accumulated Net Gross Accumulated Net Customer relationships, net 3.0 years $ 675.3 $ (475.4) $ 199.9 $ 662.3 $ (448.7) $ 213.6 Capitalized Software Development 2.4 years 253.3 (209.6) 43.7 245.2 (202.7) 42.5 Development costs non-software 0.4 years 49.7 (49.6) 0.1 48.7 (48.7) — Other intangibles 4.7 years 49.3 (47.9) 1.4 48.7 (47.2) 1.5 Other intangible assets, net 352.3 (307.1) 45.2 342.6 (298.6) 44.0 Total $ 1,027.6 $ (782.5) $ 245.1 $ 1,004.9 $ (747.3) $ 257.6 |
Schedule Of Capitalized Software Development | The following table identifies the activity relating to total capitalized software development: 2023 2022 Beginning balance as of January 1 $ 42.5 $ 43.2 Capitalization 5.4 7.6 Amortization (4.7) (5.3) Other 0.5 (0.9) Ending balance as of March 31 $ 43.7 $ 44.6 |
Guarantees and Product Warran_2
Guarantees and Product Warranties (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Guarantees and Product Warranties Disclosure [Abstract] | |
Changes in warranty liability balance | Changes in the Company’s warranty liability balance are illustrated in the following table: 2023 2022 Beginning balance as of January 1 $ 28.3 $ 37.2 Current period accruals 9.1 4.9 Current period settlements (10.2) (5.3) Currency translation adjustment 0.7 0.5 Ending balance as of March 31 $ 27.9 $ 37.3 |
Restructuring (Tables)
Restructuring (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Related Costs | The following table summarizes the impact of the Company’s restructuring and transformation charges on the consolidated statements of operations: Three months ended March 31, 2023 2022 Cost of sales – services $ 0.6 $ — Cost of sales – products 0.3 — Selling and administrative expense 13.0 — Research, development and engineering expense 0.6 — Loss on sale of assets, net 0.5 — Total $ 15.0 $ — |
Restructuring accrual balances and related activity | The following table summarizes the Company’s severance accrual balance and related activity: 2023 2022 Beginning balance as of January 1 $ 44.2 $ 35.3 Severance accruals 4.8 — Liabilities acquired — — Payouts/Settlements (28.2) (11.6) Other 0.3 (0.3) Ending balance as of March 31 $ 21.1 $ 23.4 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Outstanding Debt Balances | Outstanding debt balances were as follows: March 31, 2023 December 31, 2022 Notes payable – current Uncommitted lines of credit $ 3.9 $ 0.9 FILO Facility 58.9 — 2023 Term Loan B Facility - USD 12.8 12.9 2023 Term Loan B Facility - Euro 5.2 5.1 2025 New Term Loan B Facility - USD 5.3 5.3 2025 New Term Loan B Facility - EUR 1.1 1.1 Other 0.3 1.7 $ 87.5 $ 27.0 Short-term deferred financing fees (3.8) (3.0) $ 83.7 $ 24.0 Long-term debt 2024 Senior Notes 72.1 72.1 2025 Senior Secured Notes - USD 2.7 2.7 2025 Senior Secured Notes - EUR 4.8 4.7 2026 Asset Backed Loan (ABL) 151.7 182.0 2025 New Term Loan B Facility - USD 528.1 529.5 2025 New Term Loan B Facility - EUR 96.7 95.5 2026 2L Notes 333.6 333.6 2025 New Senior Secured Notes - USD 718.1 718.1 2025 New Senior Secured Notes - EUR 387.1 379.7 2025 Superpriority Term Loans 400.6 400.6 Other 5.3 6.3 $ 2,700.8 $ 2,724.8 Long-term deferred financing fees (129.1) (139.0) $ 2,571.7 $ 2,585.8 |
Schedule Of Cash Flows Related To Debt Borrowings And Repayments [Table Text Block] | The cash flows related to debt borrowings and repayments were as follows: Three months ended March 31, 2023 2022 Revolving credit facility borrowings $ 102.7 $ 188.0 Revolving credit facility repayments $ (80.0) $ (113.0) Other debt borrowings International short-term uncommitted lines of credit borrowings $ 2.3 $ 0.3 Other debt repayments Payments on Term Loan B Facility - USD under the Credit Agreement $ (1.3) $ (1.8) Payments on Term Loan B Facility - Euro under the Credit Agreement (0.3) (1.7) International short-term uncommitted lines of credit and other repayments (0.5) (1.2) $ (2.1) $ (4.7) |
Schedule of Long-term Debt Instruments [Table Text Block] | Below is a summary of financing and replacement facilities information: Financing and Replacement Facilities Interest Rate Maturity/Termination Dates Initial Term (Years) Term Loan B Facility - USD (i) LIBOR + 2.75% November 2023 7.5 Term Loan B Facility - Euro (ii) EURIBOR + 3.00% November 2023 7.5 2024 Senior Notes 8.50% April 2024 8 2025 Senior Secured Notes – USD 9.38% July 2025 5 2025 Senior Secured Notes – EUR 9.00% July 2025 5 ABL (iii) SOFR + 2.50-3.00% July 2026 3.5 New Term B USD (iv) SOFR + 5.35% July 2025 2.5 New Term B EUR (v) EURIBOR + 5.60% July 2025 2.5 2L Notes 8.50% / 12.50% PIK October 2026 3.8 New USD Senior Secured Notes 9.38% July 2025 2.5 New EUR Senior Secured Notes 9.00% July 2025 2.5 Superpriority Term Loans (vi) SOFR + 6.50% July 2025 2.5 FILO Facility (iii) SOFR + 8.00% June 2023 0.3 (i) LIBOR with a floor of 0.0 percent (ii) EURIBOR with a floor of 0.0 percent (iii) SOFR with a floor of 0.0 percent (iv) SOFR with a floor of 1.5 percent (v) EURIBOR with a floor of 0.5 percent (vi) SOFR with a floor of 4.0 percent |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Changes in shareholders' equity attributable to Diebold, Incorporated and the noncontrolling interests | The following tables present changes in shareholders' equity attributable to Diebold Nixdorf, Incorporated and the noncontrolling interests: Accumulated Other Comprehensive Loss Total Diebold Nixdorf, Incorporated Shareholders' Equity Common Shares Additional Accumulated Deficit Treasury Equity Warrants Non-controlling Total Balance, December 31, 2022 $ 119.8 $ 831.5 $ (1,406.7) $ (585.6) $ (360.0) $ 20.1 $ (1,380.9) $ 9.8 $ (1,371.1) Net loss — — (111.1) — — — (111.1) (0.4) (111.5) Other comprehensive loss — — — — 6.3 — 6.3 2.2 8.5 Share-based compensation issued 1.0 (1.0) — — — — — — — Share-based compensation expense — 1.3 — — — — 1.3 — 1.3 Treasury shares — — — (0.8) — — (0.8) — (0.8) Balance, March 31, 2023 $ 120.8 $ 831.8 $ (1,517.8) $ (586.4) $ (353.7) $ 20.1 $ (1,485.2) $ 11.6 $ (1,473.6) Accumulated Other Comprehensive Loss Total Diebold Nixdorf, Incorporated Shareholders' Equity Common Shares Additional Accumulated Deficit Treasury Equity Warrants Non-controlling Total Balance, December 31, 2021 $ 118.3 $ 819.6 $ (822.4) $ (582.1) $ (378.5) $ — $ (845.1) $ 8.1 $ (837.0) Net loss — — (183.1) — — — (183.1) (0.8) (183.9) Other comprehensive loss — — — — 13.1 — 13.1 0.8 13.9 Share-based compensation issued 1.2 (1.2) — — — — — — — Share-based compensation expense — 1.7 — — — — 1.7 — 1.7 Treasury shares — — — (3.3) — — (3.3) — (3.3) Balance, March 31, 2022 $ 119.5 $ 820.1 $ (1,005.5) $ (585.4) $ (365.4) $ — $ (1,016.7) $ 8.1 $ (1,008.6) |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in the Company’s AOCI, net of tax, by component for the three months ended March 31, 2023: Translation Foreign Currency Hedges Interest Rate Hedges Pension and Other Post-retirement Benefits Other Accumulated Other Comprehensive Income (Loss) Balance at January 1, 2023 $ (352.1) $ (1.9) $ 5.3 $ (12.6) $ 1.3 $ (360.0) Other comprehensive loss before reclassifications (1) 4.7 — 0.3 — — 5.0 Amounts reclassified from AOCI — — — 1.3 — 1.3 Net current-period other comprehensive loss 4.7 — 0.3 1.3 — 6.3 Balance at March 31, 2023 $ (347.4) $ (1.9) $ 5.6 $ (11.3) $ 1.3 $ (353.7) (1) Other comprehensive income (loss) before reclassifications within the translation component excludes $(2.2) of translation attributable to noncontrolling interests. The following table summarizes the changes in the Company’s AOCI, net of tax, by component for the three months ended March 31, 2022: Translation Foreign Currency Hedges Interest Rate Hedges Pension and Other Post-retirement Benefits Other Accumulated Other Comprehensive Income (Loss) Balance at January 1, 2022 $ (310.9) $ (1.9) $ 0.4 $ (64.6) $ (1.5) $ (378.5) Other comprehensive loss before reclassifications (1) 10.4 (1.0) 2.9 — 0.7 13.0 Amounts reclassified from AOCI — — (0.6) 0.7 — 0.1 Net current-period other comprehensive loss 10.4 (1.0) 2.3 0.7 0.7 13.1 Balance at March 31, 2022 $ (300.5) $ (2.9) $ 2.7 $ (63.9) $ (0.8) $ (365.4) (1) Other comprehensive income (loss) before reclassifications within the translation component excludes $(0.8) of translation attributable to noncontrolling interests. : (1) Other comprehensive income (loss) before reclassifications within the translation component excludes $(0.8) of translation attributable to noncontrolling interests. The following table summarizes the details about the amounts reclassified from AOCI: |
Reclassification out of Accumulated Other Comprehensive Income | Three months ended Affected Line Item on the Statement of Operations March 31, 2023 2022 Interest rate hedge loss $ — $ (0.6) Interest expense Pension and post-retirement benefits: Net actuarial gain amortized (net of tax of $0.5 and $0.3, respectively) 1.3 0.7 Miscellaneous, net Total reclassifications for the period $ 1.3 $ 0.1 |
Benefit Plans (Tables)
Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Cost | : Three months ended Pension Benefits U.S. Plans Non-U.S. Plans Other Benefits 2023 2022 2023 2022 2023 2022 Components of net periodic benefit cost Service cost $ — $ — $ 1.6 $ 2.4 $ — $ — Interest cost 4.9 4.3 2.9 1.1 0.1 0.1 Expected return on plan assets (4.5) (5.8) (3.4) (3.9) — — Recognized net actuarial loss (gain) 0.2 1.6 (0.9) (0.4) (0.1) (0.1) Amortization of prior service cost — — (0.2) (0.1) — — Net periodic pension benefit cost $ 0.6 $ 0.1 $ — $ (0.9) $ — $ — |
Fair Value of Assets and Liab_2
Fair Value of Assets and Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets and Liabilities Recorded at Fair Market Value | Assets and liabilities subject to fair value measurement by fair value level and recorded as follows: March 31, 2023 December 31, 2022 Fair Value Measurements Using Fair Value Measurements Using Classification on condensed consolidated Balance Sheets Fair Value Level 1 Level 2 Fair Value Level 1 Level 2 Assets Certificates of deposit Short-term investments $ 16.6 $ 16.6 $ — $ 24.6 $ 24.6 $ — Assets held in rabbi trusts Securities and other investments 4.2 4.2 — 4.4 4.4 — Total $ 20.8 $ 20.8 $ — $ 29.0 $ 29.0 $ — Liabilities Deferred compensation Other liabilities 4.2 4.2 — 4.4 4.4 — Total $ 4.2 $ 4.2 $ — $ 4.4 $ 4.4 $ — |
Revenue from Contract with Cu_2
Revenue from Contract with Customer (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue [Table Text Block] | The following table represents the percentage of revenue recognized either at a point in time or over time: Three months ended March 31, Timing of revenue recognition 2023 2022 Products transferred at a point in time 40 % 37 % Products and services transferred over time 60 % 63 % Net sales 100 % 100 % |
Contract with Customer, Asset and Liability [Table Text Block] | The following table provides information about receivables and deferred revenue, which represent contract liabilities from contracts with customers: Contract balance information Trade receivables Contract liabilities Balance at December 31, 2022 $ 612.2 $ 453.2 Balance at March 31, 2023 $ 627.1 $ 486.7 |
Finance Lease Receivables (Tabl
Finance Lease Receivables (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Schedule Of Components For Finance Lease Receivables [Table Text Block] | The following table presents the components of finance lease receivables: March 31, 2023 December 31, 2022 Gross minimum lease receivables $ 29.4 $ 28.1 Allowance for credit losses (0.2) (0.2) Estimated unguaranteed residual values 0.1 0.1 29.3 28.0 Less: Unearned interest income (1.5) (1.5) Total $ 27.8 $ 26.5 |
Schedule of Financing Receivables, Minimum Payments [Table Text Block] | Future minimum payments due from customers under finance lease receivables as of March 31, 2023 are as follows: 2023 $ 7.3 2024 5.9 2025 5.2 2026 5.0 2027 3.7 Thereafter 2.3 $ 29.4 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Summary of Segment Information | The following tables present information regarding the Company’s segment performance and provide a reconciliation between segment operating profit and the consolidated income (loss) before income taxes: Three months ended March 31, 2023 2022 Net sales summary by segment Banking $ 592.9 $ 562.7 Retail 260.4 261.7 Held for sale non-core European retail business (7) 4.8 5.4 Total revenue $ 858.1 $ 829.8 Segment operating profit Banking $ 79.9 $ 46.1 Retail 39.1 24.2 Total segment operating profit $ 119.0 $ 70.3 Corporate charges not allocated to segments (1) $ (69.0) $ (71.2) Impairment of assets (2) (0.9) (55.2) Amortization of Wincor Nixdorf purchase accounting intangible assets (3) (17.7) (18.5) Restructuring and transformation expenses (4) (15.0) — Refinancing related costs (5) (14.1) — Net non-routine expense (6) (0.7) (2.4) Held for sale non-core European retail business (7) (3.7) (6.4) (121.1) (153.7) Operating loss (2.1) (83.4) Other income (expense) (88.2) (48.9) Loss before taxes $ (90.3) $ (132.3) (1) Corporate charges not allocated to segments include headquarter-based costs associated primarily with human resources, finance, IT and legal that are not directly attributable to a particular segment and are separately assessed by the CODM for purposes of making decisions, assessing performance and allocating resources. (2) Impairment of $0.9 in the first quarter of 2023 relates to leased European facilities closures and $55.2 in the first quarter 2022 related to impairment of capitalized cloud-based North America ERP costs of $38.4, and as a result of the Russian incursion into Ukraine and the related economic sanctions, the Company impaired $16.8 of assets connected with the Company's operations in Russia, Ukraine and Belarus. (3) The amortization of purchase accounting intangible assets is not included in the segment results used by the CODM to make decisions, allocate resources or assess performance. (4) Refer to Note 8 for further information regarding restructurings. Consistent with the historical reportable segment structure, restructuring and transformation costs are not assigned to the segments, and are separately analyzed by the CODM. (5) Refinancing related costs are fees earned by our advisors that have been accounted for as period expense. (6) Net non-routine expense consists of items that the Company has determined are non-routine in nature and not allocated to the reportable operating segments as they are not included in the measure used by the CODM to make decisions, allocate resources and assess performance. (7) Held for sale non-core European retail business represents the revenue and operating profit of a business that has been classified as held for sale for all of the periods presented, but which was removed in 2022 from the retail segment's information used by the CODM to make decisions, assess performance and allocate resources, and now is individually analyzed. This change and timing thereof aligns with the build-out of a data center that makes the entity capable of operating autonomously and is consistent with material provided in connection with our refinancing effort which are exclusive of this entity. The first quarter of 2022 has been restated above to exclude the results of the held for sale non-core European retail business from the Retail segment for comparability to current year results. |
Schedule Of Revenue From External Customers By Product And Service Solution | The following table presents information regarding the Company’s segment net sales by service and product solution: Three months ended March 31, 2023 2022 Segments Banking Services $ 381.1 $ 383.7 Products 211.8 179.0 Total Banking 592.9 562.7 Retail Services 133.2 140.0 Products 127.2 121.7 Total Retail 260.4 261.7 Held for sale non-core European retail business Services 2.1 2.5 Products 2.7 2.9 Total revenue $ 858.1 $ 829.8 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Loss used in basic and diluted loss per share | ||
Net loss | $ (111.5) | $ (183.9) |
Net loss attributable to noncontrolling interests | (0.4) | (0.8) |
Net loss attributable to Diebold Nixdorf, Incorporated | $ (111.1) | $ (183.1) |
Weighted-average number of common shares used in basic and diluted loss per share (1) | 79.3 | 78.7 |
Basic and diluted loss per share | $ (1.40) | $ (2.33) |
Denominator | ||
Weighted-average number of common shares used in basic and diluted loss per share (1) | 79.3 | 78.7 |
Anti-dilutive shares | ||
Incremental Shares Excluded From Dilutive Calculation Due To Resulting in Operating Loss | 2.1 | 1.4 |
Anti-dilutive shares not used in calculating diluted weighted-average shares | 2.2 | 4 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Effective Income Tax Rate Reconciliation, Percent | (23.40%) | (38.30%) |
Document Period End Date | Mar. 31, 2023 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Major classes of inventories | ||
Finished goods | $ 247.9 | $ 229.4 |
Service parts | 171.6 | 158.1 |
Raw materials and work in process | 220 | 200.6 |
Total inventories | 639.5 | 588.1 |
Product [Member] | ||
Major classes of inventories | ||
Total inventories | $ 467.9 | $ 430 |
Investments (Details)
Investments (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Assets held in rabbi trusts [Member] | |||
Short-term investments: | |||
Fair value of assets held under trust | $ 4.2 | $ 4.4 | |
Long-term investments: | |||
Assets held in a rabbi trust | 3.8 | 4.3 | |
Long-term investments, unrealized gain | 0.4 | $ 0.1 | |
Certificates of deposit | |||
Long-term investments: | |||
Long-term investments, unrealized gain | 0 | $ 0 | |
Certificates of Deposit, at Carrying Value | 16.6 | 24.6 | |
Short-term investments | Certificates of deposit | Fair Value, Measurements, Recurring [Member] | |||
Short-term investments: | |||
Fair value of assets held under trust | 16.6 | 24.6 | |
Short-term investments | Certificates of deposit | Fair Value, Inputs, Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | |||
Short-term investments: | |||
Fair value of assets held under trust | $ 16.6 | $ 24.6 | |
Accounts Receivable | Related Party | |||
Long-term investments: | |||
Accounts Receivable, after Allowance for Credit Loss, Related Party, Name [Extensible Enumeration] |
Investments (Textuals) (Details
Investments (Textuals) (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Related Party Transaction [Line Items] | ||
Life Insurance, Corporate or Bank Owned, Amount | $ 3.2 | |
Related Party | Accounts Receivable | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable, after Allowance for Credit Loss, Related Party, Name [Extensible Enumeration] | ||
Inspur (Suzhou) Financial Technology Service Co Ltd | Inspur (Suzhou) Financial Technology Service Co Ltd | ||
Related Party Transaction [Line Items] | ||
Strategic alliance, ownership percentage | 48.10% | |
Aisino-Wincor Retail And Banking Systems (Shanghai) Co.,Ltd | Aisino-Wincor Retail And Banking Systems (Shanghai) Co.,Ltd | ||
Related Party Transaction [Line Items] | ||
Strategic alliance, ownership percentage | 49% |
Goodwill and Other Assets (Deta
Goodwill and Other Assets (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Goodwill [Line Items] | ||
Goodwill | $ 1,173.1 | $ 1,173.2 |
Accumulated impairment losses | (470.9) | (470.9) |
Beginning balance | 702.3 | |
Goodwill, Foreign Currency Translation Gain (Loss) | (0.1) | |
Ending balance | 702.2 | |
Global Retail [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 269.6 | 269.6 |
Accumulated impairment losses | (57.2) | (57.2) |
Beginning balance | 212.4 | |
Goodwill, Foreign Currency Translation Gain (Loss) | 0 | |
Ending balance | $ 212.4 | |
Segment Reporting, Additional Information about Entity's Reportable Segments | 34 percent | |
Global Banking | ||
Goodwill [Line Items] | ||
Goodwill | $ 903.5 | 903.6 |
Accumulated impairment losses | (413.7) | $ (413.7) |
Beginning balance | 489.9 | |
Goodwill, Foreign Currency Translation Gain (Loss) | (0.1) | |
Ending balance | $ 489.8 | |
Segment Reporting, Additional Information about Entity's Reportable Segments | 43 percent |
Goodwill and Other Assets Sched
Goodwill and Other Assets Schedule of Intangible Assets (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Gross carrying amount | $ 1,027,600,000 | $ 1,004,900,000 | ||
Accumulated amortization | (782,500,000) | (747,300,000) | ||
Intangible assets, net | 245,100,000 | 257,600,000 | ||
Payments to Develop Software | 5,400,000 | $ 7,600,000 | ||
Capitalized Computer Software, Period Increase (Decrease) | 0.8 | 0.5 | ||
Amortization of internally-developed software | $ (4,700,000) | (5,300,000) | ||
Customer relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 years | |||
Gross carrying amount | $ 675,300,000 | 662,300,000 | ||
Accumulated amortization | (475,400,000) | (448,700,000) | ||
Intangible assets, net | $ 199,900,000 | 213,600,000 | ||
Internally-developed software [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 2 years 4 months 24 days | |||
Gross carrying amount | $ 253,300,000 | 245,200,000 | ||
Accumulated amortization | (209,600,000) | (202,700,000) | ||
Intangible assets, net | 43,700,000 | 44,600,000 | 42,500,000 | $ 43,200,000 |
Capitalized Computer Software, Period Increase (Decrease) | $ 500,000 | $ (900,000) | ||
Development costs non-software [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 months 24 days | |||
Gross carrying amount | $ 49,700,000 | 48,700,000 | ||
Accumulated amortization | (49,600,000) | (48,700,000) | ||
Intangible assets, net | $ 100,000 | 0 | ||
Other intangibles [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years 8 months 12 days | |||
Gross carrying amount | $ 49,300,000 | 48,700,000 | ||
Accumulated amortization | (47,900,000) | (47,200,000) | ||
Intangible assets, net | 1,400,000 | 1,500,000 | ||
Other intangible asset, net [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Gross carrying amount | 352,300,000 | 342,600,000 | ||
Accumulated amortization | (307,100,000) | (298,600,000) | ||
Intangible assets, net | 45,200,000 | $ 44,000,000 | ||
Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets, net | $ 199,900,000 |
Goodwill and Other Assets (Text
Goodwill and Other Assets (Textuals) (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Goodwill [Line Items] | |||
Amortization | $ 23.3 | $ 24.3 | |
Goodwill | 702.2 | $ 702.3 | |
Global Retail [Member] | |||
Goodwill [Line Items] | |||
Goodwill | $ 212.4 | 212.4 | |
Segment Reporting, Additional Information about Entity's Reportable Segments | 34 percent | ||
Global Banking | |||
Goodwill [Line Items] | |||
Goodwill | $ 489.8 | $ 489.9 | |
Segment Reporting, Additional Information about Entity's Reportable Segments | 43 percent |
Restructuring - Restructuring C
Restructuring - Restructuring Charges By Statement of Income Account (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Schedule of restructuring and related costs | ||
Restructuring Charges | $ (15) | $ 0 |
Cost of sales – services | ||
Schedule of restructuring and related costs | ||
Restructuring Charges | (0.6) | 0 |
Cost of Sales Products | ||
Schedule of restructuring and related costs | ||
Restructuring Charges | (0.3) | 0 |
Selling and administrative expense | ||
Schedule of restructuring and related costs | ||
Restructuring Charges | (13) | 0 |
Research, development and engineering expense | ||
Schedule of restructuring and related costs | ||
Restructuring Charges | (0.6) | 0 |
Sale of Subsidiary Gain (Loss) | ||
Schedule of restructuring and related costs | ||
Restructuring Charges | $ (0.5) | $ 0 |
Restructuring - Restructuring_2
Restructuring - Restructuring Charges By Segment (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Charges | $ 15 | $ 0 |
Restructuring Reserve Activity
Restructuring Reserve Activity (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Restructuring and Related Activities [Abstract] | ||
Beginning balance as of January 1 | $ 44.2 | $ 35.3 |
Payouts/Settlements | (28.2) | (11.6) |
Restructuring Reserve, Translation and Other Adjustment | 0.3 | (0.3) |
Restructuring Reserve, Ending Balance | 21.1 | 23.4 |
Severance Costs | $ 4.8 | $ 0 |
Restructuring (Textuals) (Detai
Restructuring (Textuals) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||
Other Restructuring Costs | $ 150 | |
Severance accruals | 15 | $ 0 |
Employee Severance [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve, Accrual Adjustment | $ 4.8 |
Debt (Details)
Debt (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Notes Payable | |||
Uncommitted lines of credit | $ 3,900,000 | $ 900,000 | |
Other | 300,000 | 1,700,000 | |
Debt Issuance Costs, Current, Net | (3,800,000) | (3,000,000) | |
Notes payable | 83,700,000 | 24,000,000 | |
Long-term Debt | |||
Other | 5,300,000 | 6,300,000 | |
Long-term debt excluding debt issuance costs | 2,700,800,000 | 2,724,800,000 | |
Long-term deferred financing fees | (129,100,000) | (139,000,000) | |
Long-term debt | 2,571,700,000 | 2,585,800,000 | |
Revolving credit facility borrowings, net | 22,700,000 | $ 75,000,000 | |
Other debt borrowings | 2,300,000 | 300,000 | |
Other debt repayments | (2,100,000) | (4,700,000) | |
Proceeds from Lines of Credit | 102,700,000 | 188,000,000 | |
Repayments of Lines of Credit | (80,000,000) | (113,000,000) | |
Debt Instrument, Redemption [Line Items] | |||
Long-Term Debt, Fair Value | $ 1,441 | $ 1,819.7 | |
International Short-Term Uncommitted Line of Credit [Member] | |||
Short-term Debt [Line Items] | |||
Short-term Debt, Weighted Average Interest Rate, at Point in Time | 18.44% | 11.02% | |
Long-term Debt | |||
Other debt borrowings | $ 2,300,000 | 300,000 | |
Other debt repayments | (500,000) | (1,200,000) | |
Term Loan B USD [Member] | |||
Long-term Debt | |||
Other debt repayments | (1,300,000) | (1,800,000) | |
Notes and Loans Payable, Current | 12,800,000 | $ 12,900,000 | |
Term Loan B EUR [Member] | |||
Long-term Debt | |||
Other debt repayments | (300,000) | $ (1,700,000) | |
Notes and Loans Payable, Current | 5,200,000 | 5,100,000 | |
Extended Term B USD | |||
Notes Payable | |||
Term Loan Facility | 5,300,000 | 5,300,000 | |
Extended Term B EUR | |||
Notes Payable | |||
Term Loan Facility | 1,100,000 | 1,100,000 | |
FILO Facility - Due 2023 | |||
Notes Payable | |||
Line of Credit Facility, Current Borrowing Capacity | $ 58,900,000 | 0 | |
Term Loan B USD [Member] | |||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Interest Rate Terms | LIBOR + 2.75% | ||
Debt Instrument, Term | 7 years 6 months | ||
Term Loan B EUR [Member] | |||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Interest Rate Terms | EURIBOR + 3.00% | ||
Debt Instrument, Term | 7 years 6 months | ||
Senior Notes Due 2024 [Member] | |||
Long-term Debt | |||
Term Loan Facility | $ 72,100,000 | 72,100,000 | |
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 8 years | ||
Senior Notes Due 2025 [Member] | |||
Long-term Debt | |||
Term Loan Facility | $ 2,700,000 | 2,700,000 | |
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 5 years | ||
Senior Notes Due 2025 EURO [Member] | |||
Long-term Debt | |||
Term Loan Facility | $ 4,800,000 | 4,700,000 | |
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 5 years | ||
Asset Backed Loan | |||
Long-term Debt | |||
Revolving credit facility | $ 151,700,000 | 182,000,000 | |
Extended Term B USD | |||
Long-term Debt | |||
Term Loan Facility | $ 528,100,000 | 529,500,000 | |
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Interest Rate Terms | SOFR + 5.35 | ||
Debt Instrument, Term | 2 years 6 months | ||
Extended Term B EUR | |||
Long-term Debt | |||
Term Loan Facility | $ 96,700,000 | 95,500,000 | |
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Interest Rate Terms | EURIBOR + 5.60 | ||
Debt Instrument, Term | 2 years 6 months | ||
2L Notes - 2026 | |||
Long-term Debt | |||
Term Loan Facility | $ 333,600,000 | 333,600,000 | |
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Interest Rate Terms | 8.50% / 12.50% PIK | ||
Debt Instrument, Term | 3 years 9 months 18 days | ||
Exchanged Senior Secured Notes Due 2025 USD | |||
Long-term Debt | |||
Term Loan Facility | $ 718,100,000 | 718,100,000 | |
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 2 years 6 months | ||
Exchanged Senior Secured Notes Due 2025 EUR | |||
Long-term Debt | |||
Senior Notes | $ 387,100,000 | 379,700,000 | |
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 2 years 6 months | ||
Superpriority Term Loans Due 2025 | |||
Long-term Debt | |||
Term Loan Facility | $ 400,600,000 | $ 400,600,000 | |
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Interest Rate Terms | SOFR + 6.50 | ||
Debt Instrument, Term | 2 years 6 months | ||
Asset Backed Loan | |||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Interest Rate Terms | SOFR + 2.50-3.00 | ||
Debt Instrument, Term | 3 years 6 months | ||
FILO Facility - Due 2023 | |||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Interest Rate Terms | SOFR + 8.00 | ||
Debt Instrument, Term | 3 months 18 days |
Debt (Textuals) (Details)
Debt (Textuals) (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Debt (Textuals) | |||
Proceeds from Other Debt | $ 2.3 | $ 0.3 | |
Proceeds from Lines of Credit | 102.7 | 188 | |
Repayments of Other Debt | 2.1 | 4.7 | |
Repayments of Lines of Credit | $ 80 | 113 | |
Senior Notes Due 2024 [Member] | |||
Debt (Textuals) | |||
Debt Instrument, Term | 8 years | ||
Description of interest rate terms | 8.50% | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 8 years | ||
Term Loan B USD [Member] | |||
Debt (Textuals) | |||
Description of interest rate terms | LIBOR + 2.75% | ||
Debt Instrument, Term | 7 years 6 months | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 7 years 6 months | ||
Debt Instrument, Interest Rate Terms | LIBOR + 2.75% | ||
Term Loan B EUR [Member] | |||
Debt (Textuals) | |||
Description of interest rate terms | EURIBOR + 3.00% | ||
Debt Instrument, Term | 7 years 6 months | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 7 years 6 months | ||
Debt Instrument, Interest Rate Terms | EURIBOR + 3.00% | ||
Senior Notes Due 2025 [Member] | |||
Debt (Textuals) | |||
Debt Instrument, Term | 5 years | ||
Description of interest rate terms | 9.38% | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 5 years | ||
Senior Notes Due 2025 EURO [Member] | |||
Debt (Textuals) | |||
Debt Instrument, Term | 5 years | ||
Description of interest rate terms | 9% | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 5 years | ||
Extended Term B USD | |||
Debt (Textuals) | |||
Description of interest rate terms | SOFR + 5.35 | ||
Debt Instrument, Term | 2 years 6 months | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 2 years 6 months | ||
Debt Instrument, Interest Rate Terms | SOFR + 5.35 | ||
Extended Term B EUR | |||
Debt (Textuals) | |||
Description of interest rate terms | EURIBOR + 5.60 | ||
Debt Instrument, Term | 2 years 6 months | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 2 years 6 months | ||
Debt Instrument, Interest Rate Terms | EURIBOR + 5.60 | ||
2L Notes - 2026 | |||
Debt (Textuals) | |||
Description of interest rate terms | 8.50% / 12.50% PIK | ||
Debt Instrument, Term | 3 years 9 months 18 days | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 3 years 9 months 18 days | ||
Debt Instrument, Interest Rate Terms | 8.50% / 12.50% PIK | ||
Exchanged Senior Secured Notes Due 2025 USD | |||
Debt (Textuals) | |||
Debt Instrument, Term | 2 years 6 months | ||
Description of interest rate terms | 9.38% | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 2 years 6 months | ||
Exchanged Senior Secured Notes Due 2025 EUR | |||
Debt (Textuals) | |||
Debt Instrument, Term | 2 years 6 months | ||
Description of interest rate terms | 9% | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 2 years 6 months | ||
Superpriority Term Loans Due 2025 | |||
Debt (Textuals) | |||
Description of interest rate terms | SOFR + 6.50 | ||
Debt Instrument, Term | 2 years 6 months | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 2 years 6 months | ||
Debt Instrument, Interest Rate Terms | SOFR + 6.50 | ||
International Short-Term Uncommitted Line of Credit [Member] | |||
Debt (Textuals) | |||
Borrowing limit of short term uncommitted line of credit | $ 25.1 | ||
Weighted average interest rate on outstanding borrowings | 18.44% | 11.02% | |
Amount available | $ 21.2 | ||
Proceeds from Other Debt | 2.3 | 0.3 | |
Repayments of Other Debt | $ 0.5 | $ 1.2 | |
Line of Credit Facility, Expiration Period | 1 year | ||
Asset Backed Loan | |||
Debt (Textuals) | |||
Description of interest rate terms | SOFR + 2.50-3.00 | ||
Debt Instrument, Term | 3 years 6 months | ||
Debt Instrument, Redemption [Line Items] | |||
Debt Instrument, Term | 3 years 6 months | ||
Debt Instrument, Interest Rate Terms | SOFR + 2.50-3.00 |
Equity (Details)
Equity (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Balance | $ (1,473.6) | $ (1,008.6) | ||
Net loss attributable to Diebold Nixdorf, Incorporated | (111.1) | (183.1) | ||
Net loss | (111.5) | (183.9) | ||
Other comprehensive loss | 8.5 | 13.9 | ||
Share-based compensation issued | 0 | 0 | ||
Share-based compensation expense | 1.3 | 1.7 | ||
Treasury shares | (0.8) | (3.3) | ||
Balance | (1,371.1) | (837) | ||
Warrants and Rights Outstanding | 20.1 | 0 | $ 20.1 | $ 0 |
Common Stock [Member] | ||||
Balance | 120.8 | 119.5 | ||
Share-based compensation issued | (1) | (1.2) | ||
Balance | 119.8 | 118.3 | ||
Additional Paid-in Capital [Member] | ||||
Balance | 831.8 | 820.1 | ||
Share-based compensation issued | (1) | (1.2) | ||
Share-based compensation expense | 1.3 | 1.7 | ||
Balance | 831.5 | 819.6 | ||
Retained Earnings [Member] | ||||
Balance | (1,517.8) | (1,005.5) | ||
Net loss attributable to Diebold Nixdorf, Incorporated | (111.1) | (183.1) | ||
Balance | (1,406.7) | (822.4) | ||
AOCI Attributable to Parent | ||||
Balance | (353.7) | (365.4) | ||
Other comprehensive loss | 6.3 | 13.1 | ||
Balance | (360) | (378.5) | ||
Parent [Member] | ||||
Balance | (1,485.2) | (1,016.7) | ||
Net loss attributable to Diebold Nixdorf, Incorporated | (111.1) | (183.1) | ||
Other comprehensive loss | 6.3 | 13.1 | ||
Share-based compensation issued | 0 | |||
Share-based compensation expense | 1.3 | 1.7 | ||
Treasury shares | (0.8) | (3.3) | ||
Balance | (1,380.9) | (845.1) | ||
Noncontrolling Interest [Member] | ||||
Balance | 11.6 | 8.1 | ||
Net loss | (0.4) | (0.8) | ||
Other comprehensive loss | 2.2 | 0.8 | ||
Balance | 9.8 | 8.1 | ||
Treasury Stock, Common | ||||
Balance | (586.4) | (585.4) | ||
Treasury shares | (0.8) | (3.3) | ||
Balance | $ (585.6) | $ (582.1) |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Beginning Balance | $ (360) | $ (378.5) |
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | 5 | 13 |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | 1.3 | 0.1 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 6.3 | 13.1 |
Ending Balance | (353.7) | (365.4) |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Noncontrolling Interest | (2.2) | (0.8) |
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss) Arising During Period, after Tax | 1.3 | 0.7 |
Translation adjustment | ||
Beginning Balance | (352.1) | (310.9) |
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | 4.7 | 10.4 |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | 0 | 0 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 4.7 | 10.4 |
Ending Balance | (347.4) | (300.5) |
Foreign Currency Hedges | ||
Beginning Balance | (1.9) | (1.9) |
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | 0 | (1) |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | 0 | 0 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 0 | (1) |
Ending Balance | (1.9) | (2.9) |
Interest Rate Hedges | ||
Beginning Balance | 5.3 | 0.4 |
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | 0.3 | 2.9 |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | 0 | (0.6) |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 0.3 | 2.3 |
Ending Balance | 5.6 | 2.7 |
Pension and Other Post-retirement Benefits | ||
Beginning Balance | (12.6) | (64.6) |
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | 0 | 0 |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | 1.3 | 0.7 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 1.3 | 0.7 |
Ending Balance | (11.3) | (63.9) |
Other | ||
Beginning Balance | 1.3 | (1.5) |
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | 0 | 0.7 |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | 0 | 0 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 0 | 0.7 |
Ending Balance | $ 1.3 | $ (0.8) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Loss) Reclassification Adjustments (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Interest Expense | $ 81.9 | $ 48.1 |
Total reclassifications for the period | 1.3 | 0.1 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||
Defined Benefit Plan, Amortization of Prior Service Cost (Credit) | 1.3 | 0.7 |
Accumulated Net Gain (Loss) from Interest Rate Hedge [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | ||
Interest Expense | $ 0 | $ 0.6 |
Benefit Plans (Details)
Benefit Plans (Details) - USD ($) $ in Millions | 2 Months Ended | 3 Months Ended | |
Jun. 30, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Components of net periodic benefit cost | |||
Contributions to qualified and non qualified pension plans | $ 17.5 | $ 21.8 | |
Benefit Plan, Plan Assets, Reimbursement from CTA | 17 | ||
Pension Plan [Member] | |||
Components of net periodic benefit cost | |||
Benefit Plan, Plan Assets, Reimbursement from CTA | $ 22.8 | ||
Other Postretirement Benefits Plan [Member] | |||
Components of net periodic benefit cost | |||
Service cost | 0 | 0 | |
Interest cost | (0.1) | (0.1) | |
Expected return on plan assets | 0 | 0 | |
Recognized net actuarial loss | (0.1) | (0.1) | |
Net periodic pension benefit cost | 0 | 0 | |
Amortization of prior service cost | 0 | 0 | |
Domestic Plan [Member] | Pension Plan [Member] | |||
Components of net periodic benefit cost | |||
Service cost | 0 | 0 | |
Interest cost | (4.9) | (4.3) | |
Expected return on plan assets | (4.5) | (5.8) | |
Recognized net actuarial loss | 0 | 0 | |
Net periodic pension benefit cost | 0.6 | 0.1 | |
Amortization of prior service cost | 0.2 | 1.6 | |
Foreign Plan [Member] | Pension Plan [Member] | |||
Components of net periodic benefit cost | |||
Service cost | 1.6 | 2.4 | |
Interest cost | (2.9) | (1.1) | |
Expected return on plan assets | (3.4) | (3.9) | |
Recognized net actuarial loss | (0.9) | (0.4) | |
Net periodic pension benefit cost | 0 | (0.9) | |
Amortization of prior service cost | $ (0.2) | $ (0.1) |
Fair Value of Assets and Liab_3
Fair Value of Assets and Liabilities - Fair Value Measurements (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value Transfers Between Levels Amount | $ 0 | $ 0 | |
Fair value liabilities measured on recurring basis | |||
Long-Term Debt, Fair Value | 1,441 | $ 1,819.7 | |
Fair Value, Measurements, Recurring [Member] | |||
Fair value assets measured on recurring basis | |||
Total | 20,800,000 | 29,000,000 | |
Fair value liabilities measured on recurring basis | |||
Total | 4,200,000 | 4,400,000 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair value assets measured on recurring basis | |||
Total | 20,800,000 | 29,000,000 | |
Fair value liabilities measured on recurring basis | |||
Total | 4,200,000 | 4,400,000 | |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | |||
Fair value assets measured on recurring basis | |||
Total | 0 | 0 | |
Fair value liabilities measured on recurring basis | |||
Total | 0 | 0 | |
Assets held in rabbi trusts [Member] | |||
Fair value assets measured on recurring basis | |||
Fair value of investment assets | 4,200,000 | 4,400,000 | |
Short-term investments | Certificates of deposit | Fair Value, Measurements, Recurring [Member] | |||
Fair value assets measured on recurring basis | |||
Fair value of investment assets | 16,600,000 | 24,600,000 | |
Short-term investments | Certificates of deposit | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair value assets measured on recurring basis | |||
Fair value of investment assets | 16,600,000 | 24,600,000 | |
Short-term investments | Certificates of deposit | Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | |||
Fair value assets measured on recurring basis | |||
Fair value of investment assets | 0 | 0 | |
Securities and other investments | Assets held in rabbi trusts [Member] | Fair Value, Measurements, Recurring [Member] | |||
Fair value assets measured on recurring basis | |||
Assets held in rabbi trusts | 4,200,000 | 4,400,000 | |
Securities and other investments | Assets held in rabbi trusts [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair value assets measured on recurring basis | |||
Assets held in rabbi trusts | 4,200,000 | 4,400,000 | |
Securities and other investments | Assets held in rabbi trusts [Member] | Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | |||
Fair value assets measured on recurring basis | |||
Assets held in rabbi trusts | 0 | 0 | |
Other liabilities | Fair Value, Measurements, Recurring [Member] | |||
Fair value liabilities measured on recurring basis | |||
Deferred compensation | 4,200,000 | 4,400,000 | |
Other liabilities | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair value liabilities measured on recurring basis | |||
Deferred compensation | 4,200,000 | 4,400,000 | |
Other liabilities | Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | |||
Fair value liabilities measured on recurring basis | |||
Deferred compensation | $ 0 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) shares in Millions, $ in Millions | May 13, 2019 € / shares shares | Feb. 17, 2017 € / shares shares | Mar. 31, 2023 USD ($) |
Loss Contingencies [Line Items] | |||
Shares Repurchased Of Redeemable Noncontrolling Interest | shares | 1.4 | 6.9 | |
Indirect Tax Liability [Member] | |||
Loss Contingencies [Line Items] | |||
Loss Contingency, Range of Possible Loss, Portion Not Accrued | $ | $ 51.1 | ||
Domination and Profit and Loss Transfer Agreement [Member] | Diebold Nixdorf AG [Member] | |||
Loss Contingencies [Line Items] | |||
Business Acquisition, Share Price | € 54.80 | € 55.02 | |
Recurring Cash Compensation Per Share Net Of Tax | € 2.82 |
Bank Guarantees, Standby LOC, a
Bank Guarantees, Standby LOC, and Surety Bonds (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Guarantor Obligations [Line Items] | |||
Maximum future payment obligations | $ 140.6 | $ 173.2 | |
Changes in warranty liability balance | |||
Beginning Balance | 28.3 | $ 37.2 | |
Current period accruals | 9.1 | 4.9 | |
Current period settlements | (10.2) | (5.3) | |
Currency translation adjustment | 0.7 | 0.5 | |
Ending Balance | 27.9 | $ 37.3 | |
Financial Standby Letter of Credit [Member] | |||
Guarantor Obligations [Line Items] | |||
Maximum future payment obligations | $ 24 | $ 24 |
Revenue from Contract with Cu_3
Revenue from Contract with Customer (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | |||
Revenue From Contract With Customer Percentage | 100% | 100% | |
Deferred Revenue, Current | $ 486.7 | $ 453.2 | |
Trade receivables, net | 627.1 | $ 612.2 | |
Revenue, Remaining Performance Obligation, Amount | $ 1,400 | ||
Deferred Revenue, Revenue Recognized | 122.1 | ||
Impairment losses recognized as bad debt expense | $ 7.2 | $ 4.6 | |
Transferred over Time [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue From Contract With Customer Percentage | 60% | 63% | |
Transferred at Point in Time [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue From Contract With Customer Percentage | 40% | 37% |
Finance Lease Receivables (Deta
Finance Lease Receivables (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Loans and Leases Receivable Disclosure [Line Items] | ||
Capital Leases, Future Minimum Payments Due Thereafter | $ 2.3 | |
2021 | 7.3 | |
2022 | 5.9 | |
2023 | 5.2 | |
2024 | 5 | |
Sales-Type and Direct Financing Leases, Lease Receivable, to be Received, Year Five | 3.7 | |
Capital Leases Net Investment In Sales Type Leases Receivable Net | 27.8 | $ 26.5 |
Capital Leases, Future Minimum Payments Receivable | 29.4 | |
Financing Receivable, Allowance for Credit Losses | 0.2 | 0.2 |
Sales-type Lease, Unguaranteed Residual Asset | 0.1 | 0.1 |
Capital Leases Net Investment In Sales Type Leases Minimum Payments To Be Received And Unguaranteed Residual Values | 29.3 | 28 |
Capital Leases Net Investment In Sales Type Leases Unearned Interest Income | 1.5 | 1.5 |
Finance Leases Portfolio Segment [Member] | ||
Loans and Leases Receivable Disclosure [Line Items] | ||
Capital Leases, Future Minimum Payments Receivable | $ 29.4 | $ 28.1 |
Segment Information - (Details)
Segment Information - (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Summary of Segment Information | ||
Total revenue | $ 858.1 | $ 829.8 |
Operating income (loss) / Segment operating profit | 2.1 | 83.4 |
Asset Impairment Charges | (0.9) | (55.2) |
Restructuring and transformation expenses(4) | (15) | 0 |
Other income (expense) | (88.2) | (48.9) |
Income (loss) from continuing operations before taxes | (90.3) | (132.3) |
Amortization of acquired intangible assets | (17.7) | (18.5) |
Global Retail [Member] | ||
Summary of Segment Information | ||
Total revenue | 260.4 | 261.7 |
Global Banking | ||
Summary of Segment Information | ||
Total revenue | 592.9 | 562.7 |
Other Segments | ||
Summary of Segment Information | ||
Total revenue | 4.8 | 5.4 |
Operating Segments [Member] | ||
Summary of Segment Information | ||
Operating income (loss) / Segment operating profit | (119) | (70.3) |
Operating Segments [Member] | Global Retail [Member] | ||
Summary of Segment Information | ||
Total revenue | 260.4 | 261.7 |
Operating income (loss) / Segment operating profit | (39.1) | (24.2) |
Operating Segments [Member] | Global Banking | ||
Summary of Segment Information | ||
Total revenue | 592.9 | 562.7 |
Operating income (loss) / Segment operating profit | (79.9) | (46.1) |
Corporate and Reconciling Items [Member] | ||
Summary of Segment Information | ||
Reconciliation Of Operating Profit Loss From Segments To Consolidated, Amount | (121.1) | (153.7) |
Segment Reconciling Items [Member] | ||
Summary of Segment Information | ||
Operating income (loss) / Segment operating profit | 3.7 | 6.4 |
Asset Impairment Charges | 0.9 | (55.2) |
Restructuring and transformation expenses(4) | (15) | 0 |
Net non-routine expense(6) | (0.7) | (2.4) |
Amortization of acquired intangible assets | 17.7 | (18.5) |
Corporate | ||
Summary of Segment Information | ||
Operating income (loss) / Segment operating profit | $ (69) | $ (71.2) |
Segment Information Segment Inf
Segment Information Segment Information By Revenue Type (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ (858.1) | $ (829.8) |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Asset Impairment Charges | (0.9) | (55.2) |
Amortization of acquired intangible assets | (17.7) | (18.5) |
Restructuring and transformation expenses(4) | (15) | 0 |
Operating profit (loss) | (2.1) | (83.4) |
Retail Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | (260.4) | (261.7) |
Other Segments | ||
Segment Reporting Information [Line Items] | ||
Revenues | (4.8) | (5.4) |
Service [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | (516.4) | (526.2) |
Service [Member] | Retail Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | (133.2) | (140) |
Service [Member] | Other Segments | ||
Segment Reporting Information [Line Items] | ||
Revenues | (2.1) | (2.5) |
Product [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | (341.7) | (303.6) |
Product [Member] | Retail Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | (127.2) | (121.7) |
Product [Member] | Other Segments | ||
Segment Reporting Information [Line Items] | ||
Revenues | (2.7) | (2.9) |
Operating Segments [Member] | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Operating profit (loss) | 119 | 70.3 |
Operating Segments [Member] | Retail Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | (260.4) | (261.7) |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Operating profit (loss) | 39.1 | 24.2 |
Segment Reconciling Items [Member] | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Asset Impairment Charges | 0.9 | (55.2) |
Amortization of acquired intangible assets | 17.7 | (18.5) |
Restructuring and transformation expenses(4) | (15) | 0 |
Restructuring and Related Cost, Incurred Cost | (14.1) | 0 |
Net non-routine expense(6) | (0.7) | (2.4) |
Operating profit (loss) | $ (3.7) | $ (6.4) |
Segment Information - Revenue b
Segment Information - Revenue by Service/Product Solution (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenue from External Customer [Line Items] | ||
Net sales | $ 858.1 | $ 829.8 |
Service [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | 516.4 | 526.2 |
Product [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | 341.7 | 303.6 |
Global Retail [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | 260.4 | 261.7 |
Global Retail [Member] | Operating Segments [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | 260.4 | 261.7 |
Global Retail [Member] | Service [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | 133.2 | 140 |
Global Retail [Member] | Product [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | 127.2 | 121.7 |
Global Banking | ||
Revenue from External Customer [Line Items] | ||
Net sales | 592.9 | 562.7 |
Global Banking | Operating Segments [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | 592.9 | 562.7 |
Global Banking | Service [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | 381.1 | 383.7 |
Global Banking | Product [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | 211.8 | 179 |
Other Segments | ||
Revenue from External Customer [Line Items] | ||
Net sales | 4.8 | 5.4 |
Other Segments | Service [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | 2.1 | 2.5 |
Other Segments | Product [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | $ 2.7 | $ 2.9 |
Research and Development (Detai
Research and Development (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Capitalized Computer Software, Net | $ 19.6 | $ 50,700,000 |
Capitalized Computer Software, Impairments | $ 38,400,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Subsequent Event [Line Items] | ||
Net sales | $ 858.1 | $ 829.8 |
Operating profit (loss) | (2.1) | (83.4) |
Gross profit | 209.3 | 185.3 |
Asset Impairment Charges | 0.9 | 55.2 |
UKRAINE | ||
Subsequent Event [Line Items] | ||
Net sales | 35 | |
Gross profit | 5 | |
Russia, Rubles | ||
Subsequent Event [Line Items] | ||
Net sales | 45 | |
Operating profit (loss) | $ 5 | |
Asset Impairment Charges | $ 16.8 |