DIEBOLD NIXDORF, Inc [DBD] Filings

10-Q 1 dbd-20230930.htm 10-Q dbd-20230930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________________________________

Form 10-Q

__________________________________________________


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 1-4879

_________________________________________________

Diebold Nixdorf, Incorporated

(Exact name of registrant as specified in its charter)

________________________________________________

Delaware

34-0183970

(State or other jurisdiction of
incorporation or organization)

(IRS Employer
Identification Number)

50 Executive Parkway, P.O. Box 2520

Hudson

Ohio

44236

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (330) 490-4000

__________________________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, $0.01 par value per share

DBD

New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

☐

Accelerated Filer

☒

Non-accelerated Filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ Number of shares of common stock outstanding as of November 6, 2023 was 37,566,668.

DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

Form 10-Q

Index


Part I - Financial Information			3
Item 1: Financial Statements			3
Condensed Consolidated Balance Sheets			3
Condensed Consolidated Statements of Operations			5
Condensed Consolidated Statements of Comprehensive Income (Loss)			7
Condense d Statements of Cash Flows			9
Notes to Condensed Consolidated Financial Statements (Unaudited)			11
Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations			62
Item 3: Quantitative and Qualitative Disclosures About Market Risk			78
Item 4: Controls and Procedures			79
Part II - Other Information			80
Item 1: Legal Proceedings			80
Item 1A: Risk Factors			80
Item 2: Unregistered Sales of Equity Securities , Use of Proceed s , and Issuer Purchases of Equity Securitie s			84
Item 3: Defaults Upon Senior Securities			84
Item 4: Mine Safety Disclosures			84
Item 5: Other Information			84
Item 6: Exhibits			85
Signatures			88

Table of Contents

Part I – Financial Information

Item 1: Financial Statements

DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(in millions)


	Successor		Predecessor
	September 30, 2023		December 31, 2022
	(Unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	376.1	$	307.4
Restricted cash	64.2		11.7
Short-term investments	16.6		24.6
Trade receivables, less allowances for doubtful accounts of $1.0 and $34.5, respectively	703.8		612.2
Inventories	666.2		588.1
Prepaid expenses	46.9		50.5
Current assets held for sale	—		7.9
Other current assets	207.0		168.5
Total current assets	2,080.8		1,770.9
Securities and other investments	5.8		7.6
Property, plant and equipment, net of accumulated depreciation and amortization of $8.6 and $479.4, respectively	159.0		120.7
Deferred income taxes	36.6		—
Goodwill	596.7		702.3

Customer relationships, net	532.6		213.6
Other intangible assets, net	351.5		44.0


Other assets	256.6		205.9
Total assets	$	4,019.6	$	3,065.0

See accompanying notes to condensed consolidated financial statements.

DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

Condensed Consolidated Balance Sheets - (Continued)

(in millions)


	Successor		Predecessor
	September 30, 2023		December 31, 2022
	(Unaudited)
LIABILITIES AND EQUITY
Current liabilities
Notes payable	$	5.1	$	24.0
Accounts payable	528.9		611.6
Deferred revenue	351.5		453.2
Payroll and other benefits liabilities	137.0		107.9
Current liabilities held for sale	—		6.8
Other current liabilities	391.2		401.4
Total current liabilities	1,413.7		1,604.9
Long-term debt	1,253.1		2,585.8
Pensions, post-retirement and other benefits	98.2		40.6


Deferred income taxes	166.2		96.6
Other liabilities	96.9		108.2
Total liabilities	3,028.1		4,436.1




Equity
Diebold Nixdorf, Incorporated shareholders' equity
Predecessor preferred shares, no par value, 1,000,000 authorized shares, none issued	—		—
Predecessor common shares, $1.25 par value, 125,000,000 authorized shares, 95,779,719 issued shares, and 79,103,450 outstanding shares	—		119.8
Successor preferred stock, no par value, 2,000,000 authorized shares, none issued	—		—
Successor common stock, $0.01 par value, 45,000,000 authorized shares and 37,566,668 issued shares, and 37,566,668 outstanding shares	0.4		—
Paid-in-capital	1,038.6		831.5
Accumulated deficit	(26.5)		(1,406.7)
Predecessor treasury shares, at cost (16,676,269 shares)	—		(585.6)
Accumulated other comprehensive loss	(35.8)		(360.0)
Predecessor equity warrants	—		20.1
Total Diebold Nixdorf, Incorporated shareholders' equity (deficit)	976.7		(1,380.9)
Noncontrolling interests	14.8		9.8
Total equity (deficit)	991.5		(1,371.1)
Total liabilities and equity (deficit)	$	4,019.6	$	3,065.0

See accompanying notes to condensed consolidated financial statements.

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(unaudited)

(in millions, except per share amounts)


	Successor		Predecessor
	Period from		Period from		Three months ended
	08/12/2023 through 09/30/2023		07/01/2023 through 08/11/2023		September 30, 2022
Net sales
Services	$	305.5	$	240.6	$	514.3
Products	286.3		111.0		296.1
	591.8		351.6		810.4
Cost of sales
Services	226.1		171.3		356.7
Products	236.1		94.8		259.9
	462.2		266.1		616.6
Gross profit	129.6		85.5		193.8
Selling and administrative expense	81.1		73.9		163.1
Research, development and engineering expense	12.0		10.5		26.7
(Gain) loss on sale of assets, net	(1.5)		—		(5.6)
Impairment of assets	1.1		0.6		4.1
	92.7		85.0		188.3
Operating profit (loss)	36.9		0.5		5.5
Other income (expense)
Interest income	2.0		1.7		3.6
Interest expense	(42.9)		(26.4)		(50.7)
Foreign exchange (loss) gain, net	(27.3)		7.9		5.3
Reorganization items, net	(8.0)		2,250.3		—
Miscellaneous, net	(0.8)		6.2		(9.7)
Profit (loss) before taxes	(40.1)		2,240.2		(46.0)
Income tax (benefit) expense	(13.2)		94.1		3.9
Equity in earnings (loss) of unconsolidated subsidiaries, net	1.1		0.2		(0.6)
Net (loss) income	(25.8)		2,146.3		(50.5)
Net (loss) income attributable to noncontrolling interests	0.7		(0.2)		(0.7)
Net (loss) income attributable to Diebold Nixdorf, Incorporated	$	(26.5)	$	2,146.5	$	(49.8)

Basic weighted-average shares outstanding	37.6		80.0		79.1

Diluted weighted-average shares outstanding	37.6		81.4		79.1

Net (loss) income attributable to Diebold Nixdorf, Incorporated
Basic (loss) earnings per share	$	(0.70)	$	26.83	$	(0.63)
Diluted (loss) earnings per share	$	(0.70)	$	26.37	$	(0.63)

See accompanying notes to condensed consolidated financial statements.

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

Condensed Consolidated Statements of Operations - (Continued)

(unaudited)

(in millions, except per share amounts)


	Successor		Predecessor
	Period from		Period from		Nine months ended
	08/12/2023 through 09/30/2023		01/01/2023 through 08/11/2023		September 30, 2022
Net sales
Services	$	305.5	$	1,295.0	$	1,565.9
Products	286.3		836.9		926.0
	591.8		2,131.9		2,491.9
Cost of sales
Services	226.1		922.4		1,106.0
Products	236.1		689.5		846.0
	462.2		1,611.9		1,952.0
Gross profit	129.6		520.0		539.9
Selling and administrative expense	81.1		458.7		557.9
Research, development and engineering expense	12.0		62.3		92.1
(Gain) loss on sale of assets, net	(1.5)		1.2		(5.4)
Impairment of assets	1.1		3.3		64.7
	92.7		525.5		709.3
Operating profit (loss)	36.9		(5.5)		(169.4)
Other income (expense)
Interest income	2.0		6.7		5.9
Interest expense	(42.9)		(178.0)		(148.4)
Foreign exchange (loss) gain, net	(27.3)		(1.2)		2.9
Reorganization items, net	(8.0)		1,614.1		—
Miscellaneous, net	(0.8)		12.3		(2.5)
Profit (loss) before taxes	(40.1)		1,448.4		(311.5)
Income tax (benefit) expense	(13.2)		90.4		119.0
Equity in earnings (loss) of unconsolidated subsidiaries, net	1.1		(0.5)		(3.0)
Net (loss) income	(25.8)		1,357.5		(433.5)
Net (loss) income attributable to noncontrolling interests	0.7		(0.8)		(1.4)
Net (loss) income attributable to Diebold Nixdorf, Incorporated	$	(26.5)	$	1,358.3	$	(432.1)

Basic weighted-average shares outstanding	37.6		79.7		78.9
Diluted weighted-average shares outstanding	37.6		81.4		78.9

Net (loss) income attributable to Diebold Nixdorf, Incorporated
Basic (loss) earnings per share	$	(0.70)	$	17.04	$	(5.48)
Diluted (loss) earnings per share	$	(0.70)	$	16.69	$	(5.48)

See accompanying notes to condensed consolidated financial statements.

Table of Contents

DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income (Loss)

(unaudited and in millions)


	Successor		Predecessor
	Period from		Period from		Three months ended
	08/12/2023 through 09/30/2023		07/01/2023 through 08/11/2023		September 30, 2022
Net income (loss)	$	(25.8)	$	2,146.3	$	(50.5)
Other comprehensive income (loss), net of tax
Translation adjustment	(35.6)		(4.5)		(36.2)
Foreign currency hedges (net of tax of $0.0 and $0.0 in the Predecessor Periods, respectively)	—		4.7		0.1
Interest rate hedges
Net income recognized in other comprehensive income (net of tax of $0.0 and $0.0 in the Predecessor Periods, respectively)	—		2.9		0.5


Pension and other post-retirement benefits
Net actuarial gain (loss) amortized (net of tax of $(3.1), and $(0.6) in the Predecessor Periods, respectively)	—		1.1		(1.4)


Net actuarial losses recognized due to settlement (net of tax of $0.0 and $0.0 in the Predecessor Periods, respectively)	—		—		14.3


Other comprehensive income (loss), net of tax	(35.6)		4.2		(22.7)
Comprehensive income (loss)	(61.4)		2,150.5		(73.2)
Less: Comprehensive income (loss) attributable to noncontrolling interests	0.9		(3.5)		1.2
Comprehensive income (loss) attributable to Diebold Nixdorf, Incorporated	$	(62.3)	$	2,154.0	$	(74.4)

See accompanying notes to condensed consolidated financial statements.

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income (Loss) - (Continued)

(unaudited and in millions)


	Successor		Predecessor
	Period from		Period from		Nine months ended
	08/12/2023 through 09/30/2023		01/01/2023 through 08/11/2023		September 30, 2022
Net income (loss)	$	(25.8)	$	1,357.5	$	(433.5)
Other comprehensive income (loss), net of tax
Translation adjustment	(35.6)		21.0		(72.3)
Foreign currency hedges (net of tax of $0.0 and $0.0 in the Predecessor Periods, respectively)	—		4.7		—
Interest rate hedges
Net income recognized in other comprehensive income (net of tax of $0.0 and $0.6 in the Predecessor Periods, respectively)	—		3.4		5.2
Reclassification adjustment for amounts recognized in net income	—		—		(0.6)
	—		3.4		4.6
Pension and other post-retirement benefits
Net actuarial gain amortized (net of tax of $(3.8), and $(1.0) in the Predecessor Periods, respectively)	—		3.2		(0.6)


Net actuarial losses recognized due to settlement (net of tax of $0.0 and $0.0 in the Predecessor Periods, respectively)	—		—		14.3

Other	—		—		0.7
Other comprehensive income (loss), net of tax	(35.6)		32.3		(53.3)
Comprehensive income (loss)	(61.4)		1,389.8		(486.8)
Less: Comprehensive income (loss) attributable to noncontrolling interests	0.9		(8.5)		3.6
Comprehensive income (loss) attributable to Diebold Nixdorf, Incorporated	$	(62.3)	$	1,398.3	$	(490.4)

See accompanying notes to condensed consolidated financial statements.

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(unaudited and in millions)


	Successor		Predecessor
	Period from		Period from		Nine months ended
	08/12/2023 through 09/30/2023		01/01/2023 through 08/11/2023		September 30, 2022
Cash flow from operating activities
Net income (loss)	$	(25.8)	$	1,357.5	$	(433.5)
Adjustments to reconcile net (loss) income to cash flow used by operating activities:
Depreciation and amortization	21.0		35.5		42.3

Amortization of Wincor Nixdorf purchase accounting intangible assets	—		41.8		52.8
Amortization of deferred financing costs into interest expense	0.9		21.8		12.0
Reorganization items (non-cash)	—		(1,747.6)		—
Reorganization items (debt make whole premium)	—		91.0		—
Share-based compensation	—		5.1		9.6

(Gain) loss on sale of assets, net	(1.5)		1.2		(5.4)
Net pension settlements	—		—		14.3
Impairment of assets	1.1		3.3		64.7
Deferred income taxes	(50.3)		79.8		112.8
Other	—		—		2.7
Changes in certain assets and liabilities
Trade receivables	(104.6)		9.9		(2.5)
Inventories	54.0		(98.1)		(186.5)
Accounts payable	90.4		(140.4)		(18.9)
Deferred revenue	(58.2)		(51.0)		14.5
Sales tax and net value added tax	10.9		(38.1)		(24.9)

Income taxes	27.7		(26.0)		(34.7)
Accrued salaries, wages and commissions	(12.9)		33.0		(59.1)
Restructuring accrual	(1.8)		(30.2)		21.2
Accrued interest	33.5		20.9		14.8
Warranty liability	(0.1)		(3.4)		(5.2)

Pension and post retirement benefits	(1.3)		2.0		(13.4)
Certain other assets and liabilities	16.8		12.6		(60.4)
Net cash provided (used) by operating activities	(0.2)		(419.4)		(482.8)

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows - (Continued)

(unaudited and in millions)


	Successor		Predecessor
	Period from		Period from		Nine months ended
	08/12/2023 through 09/30/2023		01/01/2023 through 08/11/2023		September 30, 2022
Cash flow from investing activities
Capital expenditures	(3.5)		(15.1)		(13.8)
Capitalized software development	(3.7)		(13.1)		(24.0)
Proceeds from divestitures, net of cash divested	—		—		10.5

Proceeds from maturities of investments	54.2		153.2		368.6
Payments for purchases of investments	(57.3)		(141.0)		(345.6)
Proceeds from sale of assets	—		—		3.5

Net cash used by investing activities	(10.3)		(16.0)		(0.8)
Cash flow from financing activities



Revolving credit facility borrowings, net	—		—		240.0
Repayment of ABL credit agreement, net	—		(188.3)		—
Debt issuance costs	—		(5.1)		—
Receipt of DIP financing	—		1,250.0		—
Borrowings - FILO	—		58.9		—
Repayments - FILO	—		(58.9)		—
Repayment of superpriority term loan	—		(400.6)		—
Other debt borrowings	4.9		4.4		12.4
Other debt repayments	(1.6)		(2.5)		(12.3)



Debt make whole premium	—		(91.0)		—
Other	(0.5)		(3.4)		(6.6)
Net cash provided by financing activities	2.8		563.5		233.5
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(4.9)		2.9		(12.5)
Change in cash, cash equivalents and restricted cash	(12.6)		131.0		(262.6)
Add: Cash included in assets held for sale at beginning of period	0.7		2.8		3.1
Less: Cash included in assets held for sale at end of period	—		0.7		1.0
Cash, cash equivalents and restricted cash at the beginning of the period	452.2		319.1		388.9
Cash, cash equivalents and restricted cash at the end of the period	$	440.3	$	452.2	$	128.4


	Successor		Predecessor
	Period from		Period from		Nine months ended
	08/12/2023 through 09/30/2023		01/01/2023 through 08/11/2023		September 30, 2022
Cash and cash equivalents	$	376.1	$	391.4	$	128.4
Restricted cash	64.2		60.8		—
Total cash, cash equivalents and restricted cash at the end of the period	$	440.3	$	452.2	$	128.4

See accompanying notes to condensed consolidated financial statements.

Table of Contents

DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

FORM 10-Q as of September 30, 2023

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in millions, except per share amounts)

Note 1: 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. Except as disclosed herein, and with the exception of information in this Quarterly Report on Form 10-Q related to our emergence from the Restructuring Proceedings (defined in Note 2) and Fresh Start Accounting (defined below), there has been no material change in the information disclosed in the notes to the consolidated financial statements included in the 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 for interim periods are not necessarily indicative of results for the entire year.

The Company has reclassified the presentation of certain Predecessor information to conform to the Successor presentation.

Bankruptcy Accounting and Fresh Start Accounting

The consolidated financial statements included herein have been prepared using the going concern basis of accounting and in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic No. 852 – Reorganizations (ASC 852). See Note 2 and Note 3 for further detail.

In accordance with ASC 852, we qualified for and adopted fresh start accounting (Fresh Start Accounting) upon emergence from the Restructuring Proceedings, at which point we became a new entity for financial reporting because (i) the holders of the then existing common shares of the Predecessor received less than 50% of the new shares of common stock of the Successor outstanding upon emergence and (ii) the reorganization value of the Company’s assets immediately prior to confirmation of the Plans (defined in Note 2) was less than the total of all post-petition liabilities and allowed claims.

Upon adoption of Fresh Start Accounting as reflected in Note 3 – Fresh Start Accounting, the reorganization value derived from the enterprise value associated with the Plans was allocated to the Company’s identifiable tangible and intangible assets and liabilities based on their fair values (except for deferred income taxes), with the remaining excess value allocated to goodwill in accordance with ASC 805 – Business Combinations. Deferred income tax amounts were determined in accordance with ASC 740 – Income Taxes.

References to “Predecessor” relate to the Condensed Consolidated Balance Sheets as of December 31, 2022, and Condensed Consolidated Statements of Operations for the quarter and nine months ended September 30, 2022 and for the periods from January 1, 2023 and July 1, 2023 through and including the adjustments from the application of Fresh Start Accounting on August 11, 2023 (Predecessor Period). References to “Successor” relate to the Condensed Consolidated Balance Sheet of the reorganized Company as of September 30, 2023 and Condensed Consolidated Statements of Operations for the period from August 12, 2023 through September 30, 2023 (Successor Period) and are not comparable to the Condensed Consolidated Financial Statements of the Predecessor as indicated by the “black line” division in the financial statements and footnote tables, which emphasizes the lack of comparability between amounts presented. In addition, Note 3 – Fresh Start Accounting provides a summary of the Condensed Consolidated Balance Sheets as of August 11, 2023 in the first column, and then presents adjustments to reflect the Plans and fresh start impacts to derive the opening Successor Condensed Consolidated Balance Sheets as of August 12, 2023. The Company’s financial results for future periods following the application of Fresh Start Accounting will be different from historical trends and the differences may be material.

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

FORM 10-Q as of September 30, 2023

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in millions, except per share amounts)

Principles of Consolidation

We consolidate all wholly owned subsidiaries and controlled joint ventures. All material intercompany accounts and transactions have been eliminated in consolidation.

Recently Issued Accounting Guidance

The Company considers the applicability and impact of all Accounting Standards Updates (ASUs) issued by the 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.

Note 2: Chapter 11 Cases and Dutch Scheme Proceedings, Ability to Continue as Going Concern and Other Related Matters

Voluntary Reorganization

On June 1, 2023, the Company and certain of its U.S. and Canadian subsidiaries (collectively, the Debtors) filed voluntary petitions in the U.S. Bankruptcy Court for the Southern District of Texas (the U.S. Bankruptcy Court) seeking relief under chapter 11 of title 11 of the U.S. Code (the U.S. Bankruptcy Code). The cases were jointly administered under the caption In re: Diebold Holding Company, LLC, et al. (Case No. 23-90602) (the Chapter 11 Cases). Additionally, on June 1, 2023, Diebold Nixdorf Dutch Holding B.V. (Diebold Dutch) filed a scheme of arrangement relating to certain of the Company’s other subsidiaries (the Dutch Scheme Parties) and commenced voluntary proceedings (the Dutch Scheme Proceedings and, together with the Chapter 11 Cases, the Restructuring Proceedings) under the Dutch Act on Confirmation of Extrajudicial Plans (Wet homologatie onderhands akkoord) in the District Court of Amsterdam (the Dutch Court). In addition, on June 12, 2023, Diebold Dutch filed a voluntary petition for relief under chapter 15 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court seeking recognition of the Dutch Scheme Proceedings as a foreign main proceedings and related relief (the Chapter 15 Proceedings).

On July 13, 2023, the U.S. Bankruptcy Court entered an order (the Confirmation Order) confirming the Debtors’ Second Amended Joint Prepackaged Chapter 11 Plan of Reorganization (the U.S. Plan). On August 2, 2023, the Dutch Court entered an order (the WHOA Sanction Order) sanctioning the Netherlands WHOA Plan of Diebold Dutch and the Dutch Scheme Companies (the WHOA Plan) in the Dutch Scheme Proceedings. On August 7, 2023, the U.S. Bankruptcy Court entered an order in the Chapter 15 Proceedings recognizing the WHOA Plan and the WHOA Sanction Order.

On August 11, 2023 (the Effective Date or Fresh Start Reporting Date), the U.S. Plan and WHOA Plan (together, the Plans) became effective in accordance with their terms and the Debtors and the Dutch Scheme Parties emerged from the Chapter 11 Cases and the Dutch Scheme Proceedings. Following filing the notice of the Effective Date with the U.S. Bankruptcy Court, the Chapter 15 Proceedings were closed.

The following is a summary of the material provisions of the U.S. Plan, as confirmed by the U.S. Bankruptcy Court pursuant to the Confirmation Order, and the WHOA Plan (as applicable), as sanctioned by the Dutch Court, and are qualified in its entirety by reference to the full text of the Plans (including the Plan Supplement). Capitalized terms used but not defined in the following "Treatment of Claims" section of this Quarterly Report on Form 10-Q have the meanings set forth in the U.S. Plan.

Treatment of Claims

The following is a high-level summary of the treatment of claims and interests under the Plans (as applicable), which is qualified in its entirety by the terms of the Plans (as applicable):

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

FORM 10-Q as of September 30, 2023

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in millions, except per share amounts)

•Holders of Other Secured Claims. Each holder of allowed Other Secured Claims received, at the Company’s option: (a) payment in full in cash; (b) the collateral securing its secured claim; (c) reinstatement of its secured claim; or (d) such other treatment rendering its secured claim unimpaired in accordance with section 1124 of the U.S. Bankruptcy Code.

•Holders of Other Priority Claims. Each holder of allowed Other Priority Claims received, at the Company’s option: (a) payment in full in cash; or (b) such other treatment rendering its other priority claim unimpaired in accordance with section 1124 of the U.S. Bankruptcy Code.

•Holders of ABL Facility Claims. Prior to the Effective Date, allowed ABL Facility Claims were paid in full and any letters of credit were cash collateralized.

•Holders of Superpriority Term Loan Claims. Prior to the Effective Date, allowed Superpriority Term Loan Claims were paid in full.

•Holders of First Lien Claims. On the Effective Date, each holder of allowed First Lien Claims received its pro rata share of 98% of the reorganized Company’s new common equity interests (the New Common Stock) available for distribution to certain creditors under the Plans, which is subject to dilution on account of (a) the issuance of the New Common Stock (the Additional New Common Stock) as premiums in consideration for commitments with respect to the Debtors’ $1,250.0 debtor-in-possession term loan credit facility (the DIP Facility) and (b) a new management incentive plan implemented in connection with the Chapter 11 Cases pursuant to which 6% of the number of shares of New Common Stock issued pursuant to the U.S. Plan on a fully diluted basis (the MIP Shares) were reserved for issuance to management as determined by the reorganized Company’s new Board of Directors.

•Holders of Second Lien Notes Claims. On the Effective Date, each holder of allowed Second Lien Notes Claims received its pro rata share of 2% of the New Common Stock available for distribution to creditors under the Plans, which is subject to dilution on account of (a) the issuance of certain of the Additional New Common Stock and (b) the MIP Shares.

•Holders of 2024 Stub Unsecured Notes Claims. On the Effective Date, each holder of allowed 2024 Stub Unsecured Notes Claims received its pro rata share of an amount of a $3.5 cash distribution, which provided such holder with the same percentage recovery on its allowed 2024 Stub Unsecured Notes Claim that a holder of an allowed Second Lien Notes Claim received in respect of its allowed Second Lien Notes Claim (as diluted on account of the Additional New Common Stock, as applicable) under the U.S. Plan based upon the midpoint of the equity value of the New Common Stock as set forth in the Disclosure Statement approved in the Chapter 11 Cases (the Disclosure Statement).

•Holders of General Unsecured Claims. On the Effective Date, each allowed General Unsecured Claim was reinstated and paid in the ordinary course of business in accordance with the terms and conditions of the particular transaction or agreement giving rise to such allowed general unsecured claim.

•Holders of Section 510(b) Claims. On the Effective Date, claims subject to section 510(b) of the U.S. Bankruptcy Code were either extinguished, cancelled and discharged, and holders thereof received no distributions from the Debtors in respect of their claims.

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

FORM 10-Q as of September 30, 2023

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in millions, except per share amounts)

•DNI Equity Holders. Each holder of an equity interest in Diebold Nixdorf, Incorporated had such interest extinguished, cancelled and discharged without any distribution.

The Exit Credit Agreement

On the Effective Date, the Company, as borrower, entered into a new credit agreement (the Exit Credit Agreement) governing its $1,250.0 senior secured loan credit facility (the Exit Facility) along with certain financial institutions party thereto, as lenders, GLAS USA LLC, as administrative agent, and GLAS Americas LLC, as collateral agent.

Concurrently with the closing of the Exit Facility, the Company’s existing $1,250.0 senior secured superpriority debtor-in-possession term loan credit facility (the DIP Facility) was terminated and the loans outstanding under the DIP Facility were converted into loans outstanding under the Exit Facility (the Conversion), and the liens and guarantees, including all guarantees and liens granted by certain subsidiaries of the Company that are organized in the United States and in certain foreign jurisdictions, granted under the DIP Facility were automatically terminated and released.

In connection with the Conversion, the entire $1,250.0 under the Exit Facility was deemed drawn on the Effective Date.

The Company may repay the loans under the Exit Facility at any time; provided that certain repayments of the loans made on or prior to February 11, 2025 with the proceeds of certain types of indebtedness must be accompanied by a premium of either 1.00% or 5.00% of the principal amount of the loans repaid. The amount of the premium is based on the type of indebtedness incurred to repay the loans. Amounts borrowed and repaid under the Exit Facility may not be reborrowed.

The Exit Facility will mature on August 11, 2028.

The obligations of the Company under the Exit Facility are guaranteed by certain subsidiaries of the Company that are organized in the United States (the Guarantors). The Exit Facility and related guarantees are secured by perfected senior security interests and liens on substantially all assets of the Company and each Guarantor.

Loans under the Exit Facility bear interest at an adjusted secured overnight financing rate with a one-month tenor rate plus 7.50% per annum or an adjusted base rate plus 6.50% per annum.

The Exit Facility includes conditions precedent, representations and warranties, affirmative and negative covenants and events of default that are customary for financings of this type and size.

Registration Rights Agreement

On the Effective Date, the Company entered into a registration rights agreement (the Registration Rights Agreement) with certain parties (together with any person or entity that becomes a party to the Registration Rights Agreement, the Holders) that received shares of the New Common Stock on the Effective Date as provided in the Plans. The Registration Rights Agreement provides Holders with registration rights for the Holders’ Registrable Securities (as defined in the Registration Rights Agreement).

Pursuant to the Registration Rights Agreement, the Company is required to file a Resale Shelf Registration Statement (as defined in the Registration Rights Agreement) with respect to the Registrable Securities within 90 calendar days of the Effective Date. Subject to certain exceptions, the Company is required to use commercially reasonable efforts maintain the effectiveness of any such registration statement until the date on which all Registrable Securities registered thereunder are no longer Registrable Securities.

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

FORM 10-Q as of September 30, 2023

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in millions, except per share amounts)

In addition, specified Holders have the right to demand that the Company effect the registration of any or all of the Registrable Securities (a Demand Registration) and/or effectuate the distribution of any or all of their Registrable Securities by means of an underwritten shelf takedown offering. The Company is not obligated to effect more than five Demand Registrations or more than four underwritten shelf takedown offerings and it need not comply with such a request unless the aggregate gross proceeds from such a sale will exceed specified thresholds and other conditions are met. The Company will not be obligated to effect an underwritten shelf takedown within 180 days after the consummation of a previous underwritten shelf takedown or Demand Registration.

Holders also have customary piggyback registration rights, subject to the limitations set forth in the Registration Rights Agreement.

These registration rights are subject to certain conditions and limitations, including the right of the underwriters to limit the number of shares to be included in a registration statement and the Company’s right to delay or withdraw a registration statement under certain circumstances. The Company will generally pay all registration expenses in connection with its obligations under the Registration Rights Agreement, regardless of whether a registration statement is filed or becomes effective. The registration rights granted in the Registration Rights Agreement are subject to customary indemnification and contribution provisions, as well as customary restrictions such as blackout periods.

Share-Based Compensation

As discussed above, on the Effective Date, the then existing common shares of the Predecessor were canceled and the New Common Stock was issued. Accordingly, the existing share-based compensation awards issued pursuant to the 2017 Equity and Performance Incentive Plan were also canceled, which resulted in the recognition of any previously unamortized expense related to the canceled awards on the date of cancellation.

Management Incentive Plan

Pursuant to the U.S. Plan, the reorganized Company adopted a new management incentive plan (the MIP). The U.S. Plan contemplates that 6% of the New Common Stock, on a fully diluted basis, is reserved for issuance in connection with the MIP. As of September 30, 2023, the terms of awards under the MIP have not been established; as such, no grants have been awarded pursuant to the MIP.

Conversion to Delaware Corporation

Pursuant to the U.S. Plan as and part of the Restructuring Proceedings, the Company was reincorporated as a Delaware corporation.

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. As discussed above, commencing June 1, 2023, the Debtors and the Dutch Scheme Parties were operating as debtors in possession under the supervision and jurisdiction of the U.S. Bankruptcy Court and the Dutch Court until the Effective Date, when the U.S. Plan and the WHOA Plan became effective in accordance with their terms and the Debtors and Dutch Scheme Parties emerged from the Chapter 11 Cases and Dutch Scheme Proceedings.

Prior to and during the pendency of the Chapter 11 Cases and Dutch Scheme Proceedings, the Company’s ability to continue as a going concern was subject to a high degree of risk and uncertainty until the Plans were confirmed and became effective. As a result of the U.S. Plan and the WHOA Plan becoming effective on the Effective Date, the Company believes that it has the ability to meet its obligations for at least one year from the date of the issuance of this Form 10-Q and that there is no longer substantial doubt about the Company’s ability to continue as a going concern. The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern and contemplate the realization of assets and the satisfaction of liabilities in the normal course of business.

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

FORM 10-Q as of September 30, 2023

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in millions, except per share amounts)

Liabilities Subject to Compromise

During the pendency of the Chapter 11 Cases and Dutch Scheme Proceedings, prepetition liabilities of the Debtors and Dutch Scheme Parties subject to compromise under the Restructuring Proceedings were distinguished from liabilities that were not expected to be compromised and post-petition liabilities in our condensed consolidated balance sheets. Liabilities subject to compromise were recorded at the amounts expected to be allowed by the U.S. Bankruptcy Court. See Note 3 for a listing of liabilities subject to compromise immediately prior to the effectiveness of the Plans.

The contractual interest expense on Debt that was classified as subject to compromise was in excess of recorded interest expense by $50.6 and $67.5 for the period from July 1, 2023 through August 11, 2023 and the period from January 1, 2023 through August 11, 2023, respectively. This excess contractual interest was not recorded as interest expense on the Predecessor's Condensed Consolidated Statements of Operations, as we had discontinued accruing interest on this debt and discontinued making interest payments beginning on June 1, 2023 in connection with filing of the plans. See Note 12 for further detail regarding Debt subject to compromise.

Reorganization Items, Net

The income, expenses, gains and losses directly and incrementally resulting from the Chapter 11 Cases and Dutch Scheme Proceedings are separately reported as Reorganization items, net in our condensed consolidated statement of operations.

Reorganization items, net consisted of the following:


	Successor		Predecessor		Successor		Predecessor
	08/12/2023 through 09/30/2023		07/01/2023 through 08/11/2023		08/12/2023 through 09/30/2023		01/01/2023 through 08/11/2023
Gain on settlement of liabilities subject to compromise (non-cash)	$	—	$	1,570.5	$	—	$	1,570.5
Fresh start valuation adjustments (non-cash)	—		686.7		—		686.7
Professional fees (cash)	(8.0)		(35.2)		(8.0)		(38.7)
Unamortized debt issuance costs (non-cash)	—		—		—		(124.6)
DIP premium (non-cash)	—		32.6		—		(384.4)
Debt make-whole premium (cash)	—		—		—		(91.0)
Lease rejection damage claim (cash)	—		(3.8)		—		(3.8)
Other (non-cash)	—		(0.5)		—		(0.6)
Total Reorganization items, net	$	(8.0)	$	2,250.3	$	(8.0)	$	1,614.1

Cash paid for Reorganization items, net was $4.7 and $107.2 for the Successor Period from August 12, 2023 through September 30, 2023 and the Predecessor Period, respectively.

Note 3: Fresh Start Accounting

Fresh Start Accounting

As discussed in Note 1, upon emergence from the Chapter 11 Cases and Dutch Scheme Proceedings, the Company qualified for and adopted Fresh Start Accounting, which resulted in the Company becoming a new entity for financial reporting purposes (the Successor).

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

FORM 10-Q as of September 30, 2023

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in millions, except per share amounts)

The reorganization value derived from the range of enterprise values associated with the Plans was allocated to the Company’s identifiable tangible and intangible assets and liabilities based on their fair values (except for deferred income taxes) with the remaining excess value allocated to goodwill.

As a result of the adoption of Fresh Start Accounting and the effects of the implementation of the Plans, the Company’s condensed consolidated financial statements of the Successor, are not comparable to its condensed consolidated financial statements of the Predecessor.

Reorganization Value

The Successor determined a value to be assigned to the equity of the emerging entity as of the date of adoption of Fresh Start Accounting. The Disclosure Statement approved in the Chapter 11 Cases (the Disclosure Statement) included a range of enterprise values between $2,150.0 and $2,450.0. The Company engaged third-party valuation advisors to assist in determining a point estimate of enterprise value within the range and the allocation of enterprise value to the assets and liabilities for financial reporting purposes based on management’s latest outlook as of the Effective Date. The Company deemed it appropriate to use an enterprise value of $2,150.0 for financial reporting.

The following table reconciles the enterprise value to the estimated fair value of the Successor common stock as of the Fresh Start Reporting Date:


Enterprise value	$	2,150.0
Plus: Excess cash available for operations	206.1
Less: Fair value of Exit Facility	(1,250.0)
Less: Net pension, post-retirement and other benefits liability	(39.3)
Less: Other debt	(13.9)
Less: Noncontrolling interests	(13.9)
Fair Value of Successor Equity	$	1,039.0

The following table reconciles the enterprise value to the reorganization value of the Successor’s assets to be allocated to the Company’s individual assets as of the Fresh Start Reporting Date:


Enterprise value	$	2,150.0
Plus: Excess cash available for operations	206.1
Less: Net pension, post-retirement and other benefits liability	(39.3)
Plus: Fair value of non-debt current liabilities	1,398.3
Plus: Fair value of non-debt, non-current liabilities	225.0
Plus: Deferred income taxes, non-current	238.5
Reorganization Value of Successor's Assets to be Allocated	$	4,178.6

The discounted cash flow (DCF) method, a form of the income approach, was relied upon to validate the selected enterprise value of the Company within the range established within the Disclosure Statement, as well as to allocate the resulting consolidated enterprise value between the Company’s two reporting units. The DCF method is a multiple period discounting model in which the value of an entity is determined based on the present value of its expected future economic benefits. For purposes of our analysis, we used free cash flow, defined as the earnings available for distribution to an entity’s investors after consideration of the cash reinvestment required to support the Company’s continued operations and future growth. Conceptually, free cash flow as defined above is the amount that could be paid to investors without impairing an entity’s current or future operations.

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

FORM 10-Q as of September 30, 2023

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in millions, except per share amounts)

The expected cash flows for the period from August 12, 2023 through December 31, 2023 and for the years ending December 31, 2024 through 2028 were based on the financial projections and assumptions utilized as an input to determining the range of enterprise values in the Disclosure Statement. The expected cash flows beyond this period were based on long-term profitability and growth expectations. A terminal value was included, based on the cash flows of the final year of the discrete forecast period.

Discount rates of 19.0% and 19.0% were estimated for the Company’s Banking and Retail reporting units, respectively, based on an after-tax weighted average cost of capital (WACC) reflecting the rate of return that would be expected by a market participant. The WACC also takes into consideration a company specific risk premium reflecting the risk associated with the financial projections used to estimate future cash flows. These discount rates were also compared to the consolidated internal rate of return (IRR) of 18.9% to assess reasonableness. The IRR is the rate of return that equates the present value of the expected consolidated cash flows to the enterprise value relied upon within the range established in the Disclosure Statement.

The enterprise value and corresponding equity value are dependent upon achieving the future financial results set forth in our projections. All estimates, assumptions, valuations and financial projections, including the fair value adjustments, the enterprise value and equity value projections, are inherently subject to uncertainties and the resolution of contingencies beyond our control.

Accordingly, there cannot be assurance that the estimates, assumptions, valuations or financial projections will be realized, and actual results could vary materially.

Valuation Process

The Company estimated the fair values of the Company’s principal assets, including inventory, property, plant, and equipment, and intangible assets as well as the Company’s lease liabilities and the Exit Facility.

Inventory

The replacement value of the Company’s raw materials inventory was considered as its fair value. The comparative sales method was employed to estimate the fair value of the Company’s work-in-process and finished goods inventory. The comparative sales method utilizes the expected selling price of the inventory items as the base inventory value amount. This amount is then adjusted downward for costs and expenses associated with the time and effort that would be required to dispose of the inventory and a reasonable profit.

Property, plant, and equipment

Personal Property

Personal property consisted of machinery, tools, equipment, furniture and fixtures, leasehold improvements, computer and equipment, and construction in progress. The cost approach was primarily utilized for the Company's personal property. This approach considers the amount required to construct or purchase a new asset of equal utility at current prices, with adjustments in value for physical deterioration, and functional and economic obsolescence. Physical deterioration is an adjustment made in the cost approach to reflect the real operating age of an asset with regard to wear and tear, decay and deterioration that is not prevented by maintenance. Functional obsolescence is the loss in value or usefulness of an asset caused by inefficiencies or inadequacies of the asset, as compared to a more efficient or less costly replacement asset with newer technology. Economic obsolescence is the loss in value or usefulness of an asset due to factors external to the asset, such as the economics of the industry, reduced demand, increased competition or similar factors.

Land and Building Improvements

The valuation of land, land improvements, buildings and building improvements was performed using either the cost, income capitalization or sales comparison approach, depending on the nature of the asset. The cost approach was utilized for the Company’s owned industrial facilities. The income capitalization approach was used to value the Company’s interests in an industrial complex. The income capitalization approach measures the value of a property

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

FORM 10-Q as of September 30, 2023

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in millions, except per share amounts)

by calculating the present value of the future economic benefits associated with the property. The sales comparison approach was used for certain owned vacant land and relies upon recent sales or similar offerings to arrive at a probable selling price.

Intangible Assets

Tradenames and Trademarks and Technology / Know-How Assets

The relief from royalty method was relied upon to value the trade names and trademarks and technology / know-how assets. The relief from royalty analysis is comprised of two major steps: (i) a determination of an appropriate royalty rate, and (ii) the subsequent application of the royalty rate to projected revenue. In determining an appropriate royalty rate, the Company considered comparable license agreements, an excess earnings analysis to determine aggregate intangible asset earnings, and other qualitative factors.

The key assumptions used to estimate the fair value of the Company’s trade names and trademarks and technology / know-how assets included forecasted revenues, the royalty rate, the tax rate and the discount rate. The relief from royalty method was relied upon for these valuations. The relief from royalty method measures the benefit of owning an intangible asset as the “relief” from the royalty expense that would otherwise be incurred by licensing the asset from a third party. It assumes that if the Company did not own the intangible asset, then it would be willing to pay a royalty for its use. This method is most commonly used for readily transferable intangible assets that have licensing appeal, such as intellectual property.

Customer Relationship and Backlog Assets

The customer relationships and backlog assets were valued using the multi-period excess earnings method, a variation of the income approach. For the customer relationships assets, revenues attributable to customer assets were determined and an attrition rate based on historical customer trends was applied to estimate the expected decline anticipated from the existing customer population. The cash flows attributable to the customer relationships and backlog assets were also determined by applying appropriate costs and contributory asset charges then adjusted using a discount rate that is commensurate with the risk inherent in the customer-related intangible assets. The key assumptions used to estimate the fair value of the customer-related assets included forecasted revenues, attrition rates, profit margins, contributory asset charges, the tax rate and the discount rate.

Joint ventures

To estimate the value of the joint ventures, the DCF method was employed to determine the enterprise value of these entities. Adjustments for cash and cash equivalents and interest-bearing debt were made to enterprise value to calculate each entity’s equity value. The application of a discount for lack of control was also considered. Lastly, the concluded equity value was adjusted for the Company’s ownership interest.

Lease liabilities and right of use assets

Lease liabilities were estimated as the present value of the remaining lease payments. The Company estimated an incremental borrowing rate and used it as the discount rate in the analysis. Right of use asset values were estimated by adjusting the lease liability estimates with estimates of off-market value of leases. Off-market (or above/below market) value was estimated as the present value of the differential between contract rates and market rates over the remaining term of a lease.

Exit Facility

To estimate the value of the Exit Facility, a DCF method was employed. The fair value of the Exit Facility was estimated by analyzing the expected cash flows and discounting such cash flows at a rate of return that reflects the time value of money and credit risk of the Company. The credit risk of the Company was determined via a synthetic credit rating analysis, and the concluded discount rate was determined by analyzing comparable corporate debt instruments and their observed market yields.

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

FORM 10-Q as of September 30, 2023

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in millions, except per share amounts)

Noncontrolling interests

To estimate the value of the non-controlling interests, the DCF method was employed to determine the enterprise value of these entities. Adjustments for cash and cash equivalents and interest-bearing debt were made to enterprise value to calculate each entities’ equity value. The application of a discount for lack of control was also considered. Lastly, the concluded equity value was adjusted for the non-controlling interest’s ownership position.

Consolidated Balance Sheet

The adjustments included in the following fresh start condensed consolidated balance sheet reflect the effects of the transactions contemplated by the Plans and executed by the Company on the Fresh Start Reporting Date (reflected in the column “Reorganization Adjustments”), and fair value and other required accounting adjustments resulting from the adoption of Fresh Start Accounting (reflected in the column “Fresh Start Accounting Adjustments”). The explanatory notes provide additional information and significant assumptions with regard to the adjustments recorded and the methods used to determine the fair values.


	Predecessor		Reorganization Adjustments		(1)	Fresh Start Accounting Adjustments			Successor
	August 11, 2023								August 12, 2023
ASSETS
Current assets
Cash and cash equivalents	$	404.9	$	(13.5)	(2)	$	—		$	391.4
Restricted cash	60.8		—			—			60.8
Short-term investments	13.9		—			—			13.9
Trade receivables, less allowances for doubtful accounts	623.9		—			—			623.9
Inventories	712.8		—			32.8		(17)	745.6
Prepaid expenses	49.1		(3.5)		(3)	—			45.6
Current assets held for sale	9.9		—			—			9.9
Other current assets	247.8		—			—			247.8
Total current assets	2,123.1		(17.0)			32.8			2,138.9
Securities and other investments	7.0		—			—			7.0
Property, plant, and equipment, net of accumulated depreciation and amortization	120.3		—			46.2		(18)	166.5
Deferred income taxes	—		70.3		(4)	(10.8)		(19)	59.5
Goodwill	714.3		—			(93.3)		(20)	621.0
Customer relationships, net	176.1		—			378.2		(21)	554.3
Other intangible assets, net	45.1		—			320.0		(22)	365.1
Other assets	256.8		—			9.5		(23)	266.3
Total assets	$	3,442.7	$	53.3		$	682.6		$	4,178.6
LIABILITIES AND EQUITY
Current liabilities
Notes payable	$	1,254.9	$	(1,250.0)	(5)	$	—		$	4.9
Accounts payable	461.0		—			—			461.0
Deferred revenue	421.0		—			—			421.0
Payroll and other benefits liabilities	159.2		(0.1)		(6)	—			159.1
Current liabilities held for sale	10.2		—			0.7		(24)	10.9
DIP facility premium	384.4		(384.4)		(7)	—			—
Other current liabilities	343.3		5.5		(8)	1.5		(25)	350.3
Total current liabilities	3,034.0		(1,629.0)			2.2			1,407.2
Long-term debt	4.2		1,248.7		(9)	0.8		(26)	1,253.7
Pensions, post-retirement and other benefits	102.3		—			(0.3)		(27)	102.0
Deferred income taxes	85.8		(26.4)		(4)	179.1		(19)	238.5
Other liabilities	120.3		—			4.0		(28)	124.3

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DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES

FORM 10-Q as of September 30, 2023

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in millions, except per share amounts)


Liabilities subject to compromise	2,232.4		(2,232.4)		(10)	—			—
Total liabilities	$	5,579.0	(2,639.1)			185.8			3,125.7



Equity
Diebold Nixdorf, Incorporated shareholders' equity
Predecessor common shares	121.2		(121.2)		(11)	—			—
Successor common stock	—		0.4		(12)	—			0.4
Paid-in capital; predecessor	832.3		(442.3)		(13)	(390.0)		(29)	—
Paid-in capital; successor	—		1,038.6		(14)	—			1,038.6
Retained earnings (accumulated deficit)	(2,204.8)		1,659.4		(15)	545.4		(29)	—
Treasury shares, at cost	(586.4)		586.4		(13)	—			—
Accumulated other comprehensive income (loss)	(320.0)		(8.8)		(16)	328.8		(29)	—
Equity warrants	20.1		(20.1)		(13)	—			—
Total Diebold Nixdorf, Incorporated shareholders' equity (deficit)	(2,137.6)		2,692.4			484.2			1,039.0
Noncontrolling interests	1.3		—			12.6		(30)	13.9
Total equity (deficit)	(2,136.3)		2,692.4			496.8			1,052.9
Total liabilities and equity (deficit)	$	3,442.7	$	53.3		$	682.6		$	4,178.6

Reorganization Adjustments

(1) Represent amounts recorded as of the Fresh Start Reporting Date for the implementation of the Plans, including, among other items, settlement of the Predecessor's liabilities subject to compromise, distributions of cash, conversion of the DIP Facility to the Exit Facility, and the issuance of the Successor common stock.

(2) Changes in cash and cash equivalents include the following:


Payment of interest on the DIP Facility

DIEBOLD NIXDORF, Inc [DBD] Filings
10-Q	[2023-11-09]
S-1	[2023-11-09]
10-Q	[2023-08-09]
10-Q	[2023-05-30]
10-K	[2023-03-16]
10-Q	[2022-11-09]
10-Q	[2022-08-09]
10-Q	[2022-05-10]
10-K	[2022-03-11]
10-Q	[2021-10-28]
10-Q	[2021-07-29]
10-Q	[2021-05-10]
10-K	[2021-03-01]
10-Q	[2020-10-28]
10-Q	[2020-07-31]
10-Q	[2020-05-05]
10-K	[2020-02-26]
10-Q	[2019-10-29]
10-Q	[2019-07-30]
10-Q	[2019-04-30]
10-K	[2019-03-01]
10-Q	[2018-11-08]
10-Q	[2018-08-06]
10-Q	[2018-05-02]
10-K	[2018-02-28]
10-Q	[2017-10-31]
10-Q	[2017-07-26]
10-Q	[2017-05-04]
10-K	[2017-02-24]
10-Q	[2016-11-14]
10-Q	[2016-07-28]
10-Q	[2016-04-28]
10-K	[2016-02-29]
10-Q	[2015-10-29]
10-Q	[2015-07-30]
10-Q	[2015-04-30]
10-K	[2015-02-17]
10-Q	[2014-10-30]
10-Q	[2014-08-06]
10-Q	[2014-05-05]
10-K	[2014-03-03]
10-Q	[2013-11-12]
10-Q	[2013-08-14]
10-Q	[2013-05-01]
10-K	[2013-02-15]
10-Q	[2012-11-09]
10-Q	[2012-08-02]
10-Q	[2012-04-30]
10-K	[2012-02-17]