10-Q 1 dbd-20240331.htm 10-Q dbd-20240331
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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 March 31, 2024
OR
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)
350 Orchard Avenue NENorth CantonOhio 44720-2556
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (330490-4000
__________________________________________________ 
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, $0.01 par value per shareDBDNew 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 FilerAccelerated FilerNon-accelerated Filer
Smaller reporting companyEmerging 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 April 30, 2024 was 37,566,668.



DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
Form 10-Q

Index
 


Part I – Financial Information
Item 1: Financial Statements

DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(in millions, except per share amounts)
Successor
March 31, 2024December 31, 2023
 (Unaudited) 
ASSETS
Current assets
Cash and cash equivalents$281.9 $550.2 
Restricted cash106.2 42.1 
Short-term investments19.2 13.4 
Trade receivables, less allowances for doubtful accounts of $3.1 and $3.6, respectively
660.7 721.8 
Inventories636.1 589.8 
Prepaid expenses45.6 44.0 
Other current assets222.6 192.6 
Total current assets1,972.3 2,153.9 
Securities and other investments6.6 6.5 
Property, plant and equipment, net of accumulated depreciation and amortization of $28.3 and $14.3, respectively
153.1 159.0 
Deferred income taxes61.6 71.4 
Goodwill606.2 616.7 
Customer relationships, net525.0 543.0 
Other intangible assets, net333.1 348.3 
Other assets285.1 263.2 
Total assets$3,943.0 $4,162.0 

See accompanying notes to condensed consolidated financial statements.















3


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
Condensed Consolidated Balance Sheets - (Continued)
(in millions, except per share amounts)
Successor
March 31, 2024December 31, 2023
 (Unaudited) 
LIABILITIES AND EQUITY
Current liabilities
Notes payable$0.5 $0.3 
Accounts payable536.6 529.0 
Deferred revenue381.5 376.2 
Payroll and other benefits liabilities146.3 160.1 
Other current liabilities353.2 355.4 
Total current liabilities1,418.1 1,421.0 
Long-term debt1,109.7 1,252.4 
Pensions, post-retirement and other benefits108.8 112.6 
Deferred income taxes194.7 204.9 
Other liabilities86.0 91.9 
Total liabilities2,917.3 3,082.8 
Equity
Diebold Nixdorf, Incorporated shareholders' equity
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 0.4 
Paid-in-capital1,040.6 1,038.7 
Retained Earnings2.5 17.1 
Accumulated other comprehensive loss(30.4)7.6 
Total Diebold Nixdorf, Incorporated shareholders' equity 1,013.1 1,063.8 
Noncontrolling interests12.6 15.4 
Total equity 1,025.7 1,079.2 
Total liabilities and equity$3,943.0 $4,162.0 
See accompanying notes to condensed consolidated financial statements.
4

DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
(unaudited)
(in millions, except per share amounts)
SuccessorPredecessor
Three months endedThree months ended
March 31, 2024March 31, 2023
Net sales
Services$524.8 $516.4 
Products370.6 341.7 
895.4 858.1 
Cost of sales
Services408.7 363.0 
Products278.1 285.8 
686.8 648.8 
Gross profit208.6 209.3 
Selling and administrative expense161.6 183.8 
Research, development and engineering expense24.2 26.4 
(Gain) loss on sale of assets, net(1.0)0.3 
Impairment of assets 0.9 
184.8 211.4 
Operating profit (loss)23.8 (2.1)
Other income (expense)
Interest income4.2 1.7 
Interest expense(43.6)(81.9)
Foreign exchange gain (loss), net0.4 (10.6)
Miscellaneous gain, net1.0 2.6 
Loss before taxes(14.2)(90.3)
Income tax (benefit) expense(3.1)21.1 
Equity in earnings (loss) of unconsolidated subsidiaries, net(2.9)(0.1)
Net loss(14.0)(111.5)
Net (loss) income attributable to noncontrolling interests0.6 (0.4)
Net loss attributable to Diebold Nixdorf, Incorporated$(14.6)$(111.1)
Basic and diluted weighted-average shares outstanding37.6 79.3 
Net loss attributable to Diebold Nixdorf, Incorporated
Basic and diluted loss per share$(0.39)$(1.40)
See accompanying notes to condensed consolidated financial statements.
5

DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
Condensed Consolidated Statements of Comprehensive Income (Loss)
(unaudited and in millions)
 SuccessorPredecessor
Three months endedThree months ended
 March 31, 2024March 31, 2023
Net loss$(14.0)$(111.5)
Other comprehensive income (loss), net of tax
Translation adjustment(43.0)6.9 
Interest rate hedges
Net income recognized in other comprehensive income (net of tax of $ in the Successor Period and $ in the Predecessor Period, respectively)
 0.3 
Pension and other post-retirement benefits
Net actuarial gain (loss) amortized (net of tax of $(2.1) in the Successor Period and $0.5 in the Predecessor Period, respectively)
5.0 1.3 
Other comprehensive income (loss), net of tax(38.0)8.5 
Comprehensive loss(52.0)(103.0)
Less: Comprehensive income (loss) attributable to noncontrolling interests0.6 1.8 
Comprehensive loss attributable to Diebold Nixdorf, Incorporated$(52.6)$(104.8)

See accompanying notes to condensed consolidated financial statements.

















6

DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(unaudited and in millions)
SuccessorPredecessor
Three months endedThree months ended
 March 31, 2024March 31, 2023
Cash flow from operating activities
Net loss$(14.0)$(111.5)
Adjustments to reconcile net loss to cash flow used by operating activities:
Depreciation and amortization9.1 11.7 
Amortization of fair value intangible assets24.2 17.7 
Amortization of deferred financing costs into interest expense0.4 13.6 
Share-based compensation1.9 1.3 
Debt prepayment costs2.0  
(Gain) loss on sale of assets, net(1.0)0.3 
Impairment of assets 0.9 
Deferred income taxes(2.2)2.9 
Other(0.1)0.8 
Changes in certain assets and liabilities:
Trade receivables49.1 (4.4)
Inventories(56.1)(39.6)
Accounts payable16.1 15.4 
Deferred revenue10.9 25.5 
Sales tax and net value added tax(35.0)(24.3)
Income taxes(11.9)(2.8)
Accrued salaries, wages and commissions(11.5)11.3 
Restructuring accrual19.3 (23.4)
Warranty liability4.0 (1.1)
Pension and post retirement benefits(0.8)3.0 
Accrued interest1.0 39.2 
Certain other assets and liabilities(28.9)(32.4)
Net cash used by operating activities(23.5)(95.9)

















7


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows - (Continued)
(unaudited and in millions)

SuccessorPredecessor
Three months endedThree months ended
March 31, 2024March 31, 2023
Cash flow from investing activities
Capital expenditures(6.7)(5.7)
Capitalized software development(6.2)(5.4)
Proceeds from maturities of investments75.5 71.9 
Payments for purchases of investments(81.5)(62.5)
Proceeds from sale of assets0.9  
Net cash used by investing activities(18.0)(1.7)
Cash flow from financing activities
Revolving credit facility borrowings, net50.0 22.7 
Debt issuance costs(4.6) 
Repayment Exit facility(200.0) 
Other debt borrowings0.2 2.3 
Other debt repayments(0.1)(2.1)
Debt prepayment costs(2.0) 
Other(1.5)(1.8)
Net cash (used), provided by financing activities(158.0)21.1 
Effect of exchange rate changes on cash, cash equivalents and restricted cash(4.7)1.9 
Change in cash, cash equivalents and restricted cash(204.2)(74.6)
Add: Cash included in assets held for sale at beginning of period 2.8 
Less: Cash included in assets held for sale at end of period 0.9 
Cash, cash equivalents and restricted cash at the beginning of the period592.3 319.1 
Cash, cash equivalents and restricted cash at the end of the period$388.1 $246.4 
Cash paid for:
Income taxes$11.4 $11.8 
Interest$40.1 $25.3 


SuccessorPredecessor
March 31, 2024March 31, 2023
Cash and cash equivalents$281.9 $234.6 
Restricted cash106.2 11.8 
Total cash, cash equivalents and restricted cash at the end of the period$388.1 $246.4 


See accompanying notes to condensed consolidated financial statements.
8

DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)

Note 1: Basis of Presentation

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, 2023. 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

As described in Note 2, 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).

For periods subsequent to the filing of the Restructuring Proceedings, the Company applied Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic No. 852 – Reorganizations (ASC 852) in preparing its consolidated financial statements. According, 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. Additionally, the income, expenses, gains and losses directly and incrementally resulting from the Chapter 11 Cases and Dutch Scheme Proceedings were separately reported as Reorganization items, net in our condensed consolidated statement of operations.

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, 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 Statements of Operations for the three months ended March 31, 2023 (Predecessor Period). References to “Successor” relate to the Condensed Consolidated Balance Sheets of the reorganized Company as of December 31, 2023 and March 31, 2024, and Condensed Consolidated Statements of Operations for the three months ended March 31, 2024 (Successor Period) and are not comparable to 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. 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.

9

DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
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.

In November 2023, the FASB issued ASU 2023-07 - Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments of ASU 2023-07 improve segment reporting disclosures, including significant segment expenses. The Company is currently evaluating the impact of this guidance on the Company’s condensed consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09 - Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The amendments for ASU 2023-09 enhance income tax disclosures by including additional disclosures related to rate reconciliation and information regarding income taxes paid. The Company is currently evaluating the impact of this guidance on the Company’s condensed 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

On June 1, 2023, the Debtors filed voluntary petitions in the U.S. Bankruptcy Court seeking relief under he U.S. Bankruptcy Code. The cases were jointly administered under the Chapter 11 Cases. Additionally, on June 1, 2023, Diebold Dutch filed a scheme of arrangement relating to the Dutch Scheme Parties and the Restructuring Proceedings under the Dutch Act on Confirmation of Extrajudicial Plans (Wet homologatie onderhands akkoord) in the Dutch Court. In addition, on June 12, 2023, Diebold Dutch filed a voluntary petition for relief under 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.

Note 3: Fresh Start Accounting

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).

10


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
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.

Note 4: Earnings (Loss) Per Share

Basic loss per share is based on the weighted-average number of shares of common stock outstanding. Diluted loss per share includes the dilutive effect of shares of potential common stock 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. During the Predecessor Periods, the Company’s participating securities included restricted stock units (RSUs), director deferred shares and shares that vested but were deferred by employees. There were no participating securities in the Successor Period. 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, 2024 and 2023, 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 in both the Successor Period of the three months ended March 31, 2024 and the Predecessor Period of the three months ended March 31, 2023, dilutive shares 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 potential dilutive common stock:
SuccessorPredecessor
Three months endedThree months ended
March 31, 2024March 31, 2023
Numerator
Loss used in basic and diluted loss per share
Net (loss) income$(14.0)$(111.5)
Net (loss) income attributable to noncontrolling interests0.6 (0.4)
Net (loss) income attributable to Diebold Nixdorf, Incorporated$(14.6)$(111.1)
Denominator
Weighted-average number of shares of common stock used in basic and diluted loss per share (1)
37.6 79.3 
Net (loss) income attributable to Diebold Nixdorf, Incorporated
Basic and diluted loss per share$(0.39)$(1.40)
Anti-dilutive shares
Anti-dilutive shares not used in calculating diluted weighted-average shares1.1 2.2 
(1)Nominal shares and 2.1 shares for the three months ended March 31, 2024 (Successor) and 2023 (Predecessor), respectively, are excluded from the computation of diluted loss per share because the effects are anti-dilutive, due to the net loss position.

11


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
Note 5: Income Taxes

Successor
Predecessor
Three months ended
Three months ended
March 31, 2024March 31, 2023
Income Tax Expense/(Benefit)
(3.1)21.1 
Effective Tax Rate21.8 %(23.4)%
The effective tax rate on the loss from continuing operations was 21.8 percent for the three months ended March 31, 2024. The effective tax rate differed compared to the U.S. federal statutory rate for the variations in the expected jurisdictional mix of earnings and expected permanent tax differences relative to pretax earnings. For the three months ended March 31, 2024, the Company estimated its annual effective tax rate and applied it to year-to-date ordinary income/loss pursuant to Accounting Standard Codification (ASC) 740-270-25-1. The Company reports the tax effect of unusual or infrequently occurring items, including changes in judgement about valuation allowances, uncertain tax positions, and effects of changes in tax laws or rates in the interim period in which they occur. The BEPS 2.0 Pillar Two global minimum tax rules, previously enacted by several jurisdictions in which the Company operates, became effective in 2024. The Company does not estimate a material impact on its annual effective tax rate from these rules.

The 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 ASC 740-270-30-18.

Note 6: Inventories

Major classes of inventories are summarized as follows:
Successor
March 31, 2024December 31, 2023
Raw materials and work in process$206.1 $174.0 
Finished goods255.5 242.0 
Total product inventories461.6 416.0 
Service parts174.5 173.8 
Total inventories$636.1 $589.8 

Note 7: 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 during the three months ended March 31, 2024 (Successor) and 2023 (Predecessor).

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 15), 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.

12


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
The Company’s investments subject to fair value measurement consist of the following:
Cost BasisUnrealized
Gain
Fair Value
As of March 31, 2024 (Successor)
Short-term investments
Certificates of deposit$19.2 $— $19.2 
Long-term investments
Assets held in a rabbi trust$2.2 $0.8 $3.0 
As of December 31, 2023 (Successor)
Short-term investments
Certificates of deposit$13.4 $— $13.4 
Long-term investments
Assets held in a rabbi trust$2.3 $0.6 $2.9 
Securities and other investments also includes cash surrender value of insurance contracts of $3.6 and $3.6 as of March 31, 2024 (Successor) and December 31, 2023 (Successor), respectively.

The Company has certain non-consolidated joint ventures that are not significant subsidiaries and are accounted for under the equity method of accounting. The Company owns 48.1 percent of Inspur Financial Information System Co., Ltd. (Inspur JV) and 49.0 percent of Aisino-Wincor Retail & Banking Systems (Shanghai) Co., Ltd. (Aisino JV). The Company engages in transactions in the ordinary course of business with these joint ventures. As of March 31, 2024, the Company had accounts receivable and accounts payable balances with these joint ventures of $12.5 and $25.1, respectively. As of December 31, 2023, the Company had accounts receivable and accounts payable balances with these joint ventures of $13.0 and $24.2, respectively. These joint venture related balances are included in trade receivables, less allowances for doubtful accounts and accounts payable on the condensed consolidated balance sheets.



Note 8: Goodwill and Other Intangible Assets

The Company has the following operating segments: Banking and Retail. This is described in further detail in Note 19, and is consistent with how the Chief Executive Officer, the chief operating decision maker (CODM), makes key operating decisions, allocates resources, and assesses the performance of the business.

The excess of the Successor’s reorganization value over the fair value of identified tangible and intangible assets as of the Emergence Date is reported separately on the Company’s condensed consolidated balance sheets as goodwill.

The changes in the carrying amount of goodwill for the three months ended March 31, 2024 (Successor):

BankingRetailTotal
Goodwill, balance at January 1, 2024 (Successor)$471.4 $145.3 $616.7 
Currency translation adjustment(8.0)(2.5)(10.5)
Goodwill, balance at March 31, 2024 (Successor)$463.4 $142.8 $606.2 

13


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
The following summarizes information on Intangible assets by major category:
Successor
March 31, 2024December 31, 2023
Weighted-average remaining useful livesGross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Gross
Carrying Amount
Accumulated
Amortization
Net
Carrying
Amount
Customer relationships17.0 years$545.4 $(20.4)$525.0 $555.5 $(12.5)$543.0 
Trademarks and trade names18.0 years117.2 (4.1)113.1 118.8 (2.6)116.2 
Capitalized software development7.7 years26.3 (1.7)24.6 22.0 (1.1)20.9 
Technology know-how and development costs non-software6.0 years190.8 (20.3)170.5 193.3 (12.5)180.8 
Other intangibles1.5 years41.7 (16.8)24.9 40.6 (10.2)30.4 
Other intangible assets, net376.0 (42.9)333.1 374.7 (26.4)348.3 
Total$921.4 $(63.3)$858.1 $930.2 $(38.9)$891.3 

Costs incurred for the development of external-use software that will be sold, leased or otherwise marketed are capitalized when technological feasibility has been established. These costs are included within other assets and are amortized on a straight-line basis over the estimated useful lives ranging from three to five years. Amortization begins when the product is available for general release. Costs capitalized include direct labor and related overhead costs. Costs incurred prior to technological feasibility or after general release are expensed as incurred. The Company performs periodic reviews to ensure that unamortized program costs remain recoverable from future revenue. If future revenue does not support the unamortized program costs, the amount by which the unamortized capitalized cost of a software product exceeds the net realizable value is impaired.

The following table identifies the activity relating to total capitalized software development:
2024
Beginning balance as of January 1 (Successor)$20.9 
Capitalization4.7 
Amortization(0.7)
Other(0.3)
Ending balance as of March 31 (Successor)24.6 

2023
Beginning balance as of January 1 (Predecessor)$42.5 
Capitalization5.4 
Amortization(4.7)
Other0.5 
Ending balance as of March 31 (Predecessor)$43.7 
The Company's total amortization expense, excluding amounts related to deferred financing costs, was $26.4 and $23.3 for the three months ended March 31, 2024 (Successor) and 2023 (Predecessor), respectively.

Note 9: 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.


14


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)

Changes in the Company’s warranty liability balance are illustrated in the following table:
SuccessorPredecessor
20242023
Beginning balance as of January 1 $28.0 $28.3 
Current period accruals13.9 9.1 
Current period settlements(9.9)(10.2)
Currency translation adjustment(0.9)0.7 
Ending balance as of March 31 $31.1 $27.9 


Note 10: Restructuring

In the fourth quarter of 2023, the Company completed the 2022 initiative that was announced in the second quarter of 2022. The focus was to streamline operations, drive efficiencies and digitize processes. The savings realized were in line with expectations. The most significant expense of the initiative related to severance payments, while the remainder of the expenses incurred primarily relate to transitioning personnel and consultant fees in relation to the transformation process.

Also during the fourth quarter of 2023, the Company introduced its continuous improvement initiative, noting that the Company is focused on consistently innovating its solutions to support a better transaction experience for consumers at bank and retail locations while simultaneously streamlining cost structures and business processes through the integration of hardware, software and services. The most significant expense of the quarter ending March 31, 2024 is related to severance accruals, while the remainder of the expenses incurred primarily relate to transitioning personnel and consultant fees in relation to the transformation process.

The following tables summarizes the impact of the Company’s restructuring and transformation charges on the consolidated statements of operations:
SuccessorPredecessor
Three months endedThree months ended
 March 31, 2024March 31, 2023
Cost of sales – services$16.3 $0.6 
Cost of sales – products0.7 0.3 
Selling and administrative expense16.7 13.0 
Research, development and engineering expense3.0 0.6 
Loss on sale of assets, net 0.5 
Total$36.7 $15.0 


15


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
The following table summarizes the Company’s severance accrual balance and related activity:
2024
Beginning balance as of January 1 (Successor)$10.3 
Severance accrual22.8 
Payout/Settlement(3.4)
Other(0.1)
Ending balance as of March 31 (Successor)$29.6 
2023
Beginning balance as of January 1 (Predecessor)$44.2 
Severance accrual4.8 
Payout/Settlement(28.2)
Other0.3 
Ending balance as of March 31 (Predecessor)$21.1 

Note 11: Debt

Outstanding debt balances were as follows:
SuccessorSuccessor
March 31, 2024December 31, 2023
Notes payable – current
Other0.5 0.3 
$0.5 $0.3 
Long-term debt
Exit Facility1,050.0 1,250.0 
Revolving Facility50.0  
Other15.0 3.6 
$1,115.0 $1,253.6 
Long-term deferred financing fees(5.3)(1.2)
$1,109.7 $1,252.4 

DIP Facility and Exit Credit Agreement

On June 5, 2023, the Company, as borrower, entered into the credit agreement governing the Debtor's $1,250.0 debtor-in-possession term loan credit facility (DIP Facility) along with certain financial institutions party thereto, as lenders (the Lenders), and GLAS USA LLC, as administrative agent, and GLAS Americas LLC, as collateral agent (the DIP Credit Agreement), and the closing of the DIP Facility occurred on the same day. The DIP Facility provided for two tranches of term loans to be made on the closing date of the DIP Facility: (i) a $760.0 Term B-1 tranche and (ii) a $490.0 Term B-2 tranche.

On June 5, 2023, the proceeds of the DIP Facility were used, among others, to: (i) repay in full the term loan obligations, including a make-whole premium, under a $400.0 superpriority secured term loan facility (Superpriority Facility) and (ii) repay in full a $250.0 asset-based revolving credit facility (ABL Facility) and cash collateralize letters of credit thereunder. The payment for the Superpriority Facility totaled $492.3 and was comprised of $401.3 of principal and interest, $20.0 of premium, and a make-whole amount of $71.0. The payment for the ABL Facility, including an additional tranche of commitments thereunder consisting of a senior secured "last out" term facility (FILO Tranche), and the cash collateralization of the letters of credit thereunder totaled $241.0 and was comprised of $211.2 of principal and interest and $29.8 of the cash collateralized letters of credit.

16


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
On the Effective Date (i.e., August 11, 2023), the Company, as borrower, entered into a credit agreement (the Exit Credit Agreement) governing its $1,250.0 senior secured term loan credit facility (the Exit Facility) along with the 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 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 Exit Facility will mature on August 11, 2028.

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 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 percent per annum or an adjusted base rate plus 6.50 percent 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. Events of default include both credit and non-credit events such as a change of control, nonpayment of principal or interest, etc. In the event of a default, the Lenders may declare the outstanding amounts immediately due and payable.

Revolving Facility

On February 13, 2024, the Company, as borrower, entered into a credit agreement (the Revolving Credit Agreement) with certain financial institutions party thereto, as lenders, and PNC Bank, National Association, as administrative agent and collateral agent. The Revolving Credit Agreement provides for a superior-priority senior secured revolving credit facility (the Credit Facility) in an aggregate principal amount of $200.0, which includes a $50.0 letter of credit sub-limit and a $20.0 swing loan sub-limit. Borrowings under the Credit Facility may be used by the Company for (i) the Repayment (as defined below) and (ii) general corporate purposes and working capital. As of the effective date of the Revolving Credit Agreement, the Credit Facility is fully drawn.

Concurrently with the closing of the Credit Facility, the Company prepaid $200.0 (the Repayment) of outstanding principal of its senior secured term loans under the Exit Credit Agreement, by and among the Company, certain financial institutions party thereto, as lenders, GLAS USA LLC, as administrative agent, and GLAS Americas LLC, as collateral agent. The Repayment pays down a portion of the borrowings outstanding under the Exit Facility.

The Credit Facility will mature on February 13, 2027.

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

Loans under the Credit Facility bear interest at an adjusted secured overnight financing rate plus 4.00 percent per annum or an adjusted base rate plus 3.00 percent per annum.

The Credit 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.

The cash flows related to debt borrowings and repayments were as follows:

17


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
SuccessorPredecessor
Three months endedThree months ended
March 31, 2024March 31, 2023
Revolving credit facility borrowings$200.0 $102.7 
Revolving credit facility repayments$(150.0)$(80.0)
Other debt borrowings
International short-term uncommitted lines of credit borrowings$0.2 $2.3 
Other debt repayments
Payments on Exit Financing$(200.0)$ 
Payments on Term Loan B Facility - USD under the Credit Agreement (1.3)
Payments on Term Loan B Facility - Euro under the Credit Agreement (0.3)
International short-term uncommitted lines of credit and other repayments(0.1)(0.5)
$(200.1)$(2.1)

Below is a summary of financing information:
Financing FacilitiesInterest Rate
Index and Margin
Maturity/Termination DatesInitial Term (Years)
Exit Facility(i)
SOFR + 7.50%
August 20285.0
Revolving Credit Facility - Term Benchmark Advances(ii)
SOFR + 4.00%
February 20273.0
(i)SOFR with a floor of 4.0 percent
(ii)    SOFR with a floor of 1.5 percent

Line of Credit

As of March 31, 2024, the Company had various international short-term lines of credit with borrowing limits aggregating to $4.8. There were no outstanding borrowings on the short-term lines of credit as of March 31, 2024 or December 31, 2023. Short-term lines mature in less than one year and are used to support working capital, vendor financing and foreign exchange derivatives.

18


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
Note 12: Equity

The following tables present changes in shareholders' equity attributable to Diebold Nixdorf, Incorporated and the noncontrolling interests:
Accumulated Other Comprehensive Income (Loss)Total Diebold Nixdorf, Incorporated Shareholders' Equity
Common SharesAdditional
Capital
Retained EarningsTreasury
Shares
Equity WarrantsNon-controlling
Interests
Total
Equity
Balance, December 31, 2023 (Successor)$0.4 $1,038.7 $17.1 $ $7.6 $ $1,063.8 $15.4 $1,079.2 
Net loss— — (14.6)— — — (14.6)0.6 (14.0)
Other comprehensive loss— — — — (38.0)— (38.0)— (38.0)
Share-based compensation expense— 1.9 — — — — 1.9 — 1.9 
Distribution to noncontrolling interest holders, net— — — — — — — (3.4)(3.4)
Balance, March 31, 2024 (Successor)$0.4 $1,040.6 $2.5 $ $(30.4)$ $1,013.1 $12.6 $1,025.7 
Accumulated Other Comprehensive Income (Loss)Total Diebold Nixdorf, Incorporated Shareholders' Equity
Common SharesAdditional
Capital
Accumulated DeficitTreasury
Shares
Equity WarrantsNon-controlling
Interests
Total
Equity
Balance, December 31, 2022 (Predecessor)$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 income— — — — 6.3 — 6.3 2.2 8.5 
Share-based compensation issued1.0 (1.0)— — — — — —  
Share-based compensation expense— 1.3 — — — — 1.3 — 1.3 
Treasury shares— — — (0.8)— — (0.8)— (0.8)
Balance, March 31, 2023 (Predecessor)$120.8 $831.8 $(1,517.8)$(586.4)$(353.7)$20.1 $(1,485.2)$11.6 $(1,473.6)



19


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
Note 13: Accumulated Other Comprehensive Income (Loss)

The following table summarizes the changes in the Company’s accumulated other comprehensive income (loss) (AOCI), net of tax, by component for 2024:
TranslationForeign Currency HedgesInterest Rate HedgesPension and Other Post-retirement BenefitsOtherAccumulated Other Comprehensive Income (Loss)
Balance at January 1, 2024 (Successor)$14.2 $(0.1)$ $(6.1)$(0.4)$7.6 
Other comprehensive income (loss) before reclassifications (1)
(43.0)    (43.0)
Amounts reclassified from AOCI   5.0  5.0 
Net current-period other comprehensive income (loss)(43.0)  5.0  (38.0)
Balance at March 31, 2024 (Successor)$(28.8)$(0.1)$ $(1.1)$(0.4)$(30.4)
(1) Other comprehensive income (loss) before reclassifications within the translation component excludes a nominal translation amount attributable to noncontrolling interests.
.
The following table summarizes the changes in the Company’s AOCI, net of tax, by component for 2023:
TranslationForeign Currency HedgesInterest Rate HedgesPension and Other Post-retirement BenefitsOtherAccumulated Other Comprehensive Income (Loss)
Balance at January 1, 2023 (Predecessor)$(352.1)$(1.9)$5.3 $(12.6)$1.3 $(360.0)
Other comprehensive income (loss) before reclassifications (1)
4.7  0.3   5.0 
Amounts reclassified from AOCI   1.3  1.3 
Net current-period other comprehensive income (loss)4.7  0.3 1.3  6.3 
Balance at March 31, 2023 (Predecessor)$(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 details about the amounts reclassified from AOCI:

SuccessorPredecessorAffected Line Item on the Statement of Operations
Three months endedThree months ended
March 31, 2024March 31, 2023
Pension and post-retirement benefits:
Net actuarial gain (loss) amortized (net of tax of $(2.1) in the Successor Period and $0.5 in the Predecessor Period, respectively)
$5.0 $1.3 Miscellaneous, net


Note 14: 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.

20


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
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 U.S. defined benefit pension plans:

SuccessorPredecessor
Three months endedThree months ended
March 31, 2024March 31, 2023
Components of net periodic benefit cost
Interest cost$4.8 $4.9 
Expected return on plan assets(4.6)(4.5)
Recognized net actuarial loss  0.2 
Net periodic pension benefit cost$0.2 $0.6 

The following tables set forth the net periodic benefit cost for the Company’s Non-U.S. defined benefit pension plans:

SuccessorPredecessor
Three months endedThree months ended
March 31, 2024March 31, 2023
Components of net periodic benefit cost
Service cost$1.8 $1.6 
Interest cost2.6 2.9 
Expected return on plan assets(3.5)(3.4)
Recognized net actuarial gain (0.9)
Amortization of prior service cost (0.2)
Net periodic pension benefit cost$0.9 $ 


21


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
The following tables set forth the net periodic benefit cost for the Company’s other benefit plans during the period:
SuccessorPredecessor
Three months endedThree months ended
March 31, 2024March 31, 2023
Components of net periodic benefit cost
Interest cost$0.1 $0.1 
Recognized net actuarial gain (0.1)
Net periodic pension benefit cost$0.1 $ 
Contributions and Reimbursements

For the three months ended March 31, 2024 (Successor) and 2023 (Predecessor), there were contributions of $22.2 and $17.5, respectively, made to the qualified and non-qualified pension plans.

The Company received reimbursements of $19.2 and $22.8 for certain benefits paid from its German plan trustee during March 2024 (Successor) and March 2023 (Predecessor), respectively.


Note 15: Fair Value of Assets and Liabilities

Assets and liabilities subject to fair value measurement by fair value level are recorded as follows:
Successor
 March 31, 2024December 31, 2023
  Fair Value Measurements Using Fair Value Measurements Using
 Classification on condensed consolidated Balance SheetsFair ValueLevel 1Level 2Fair ValueLevel 1Level 2
Assets
Certificates of depositShort-term investments$19.2 $19.2 $ $13.4 $13.4 $ 
Assets held in rabbi trustsSecurities and other investments3.0 3.0  2.9 2.9  
Total$22.2 $22.2 $ $16.3 $16.3 $ 
Liabilities
Foreign exchange forward contractsOther current liabilities$0.4 $ $0.4 $0.4 $ $0.4 
Deferred compensationOther liabilities3.0 3.0  2.9 2.9  
Total$3.4 $3.0 $0.4 $3.3 $2.9 $0.4 

The Company uses the end of period when determining the timing of transfers between levels. During the Successor and Predecessor Periods, 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 $1,065.5 and fair value of $1,110.4 at March 31, 2024, and a carrying value of $1,253.9 and fair value of $1,285.5 at December 31, 2023.

Refer to Note 11 for further details surrounding the Company's debt as of March 31, 2024 compared to December 31, 2023.

22


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
Note 16: 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, 2024, 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, 2024 to be up to $88.8 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, 2024, 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 continues to be a party to the proceedings that began in the Predecessor Period 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 million 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 currently 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 million 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
23


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
shareholder may still claim in connection with the DPLTA appraisal proceeding. The District Court of Dortmund dismissed in 2022 all claims to increase the cash compensation and the annual recurring compensation in the DPLTA appraisal proceeding and rejected in 2023 all claims to increase the cash compensation in the merger squeeze-out appraisal proceeding. These first instance decisions, however, are not final as some of the respective plaintiffs filed appeals in both, the DPLTA appraisal proceeding and the squeeze-out appraisal proceeding.

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 decisions of the District Court of Dortmund in the DPLTA and merger squeeze-out appraisal proceedings validate 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.

Related legal fees are expensed as incurred.

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, 2024, the maximum future contractual obligations relative to these various guarantees totaled $113.3, of which $23.0 represented standby letters of credit to insurance providers, and no associated liability was recorded. At December 31, 2023, the maximum future payment obligations relative to these various guarantees totaled $117.1, of which $23.0 represented standby letters of credit to insurance providers, and no associated liability was recorded.

Restricted Cash

The following table provides a reconciliation of Cash, cash equivalents and Short-term and Long-term restricted cash reporting within the Company's Condensed Consolidated Balance Sheets and in the Condensed Consolidated Statements of Cash Flows:

Successor
March 31, 2024December 31, 2023
Cash and cash equivalents$281.9 $550.2 
Professional fee escrow0.2 0.2 
Bank collateral guarantees97.4 32.5 
Pension collateral guarantees8.6 9.4 
Restricted cash and cash equivalents106.2 42.1 
Total cash, cash equivalents, and restricted cash$388.1 $592.3 

The balance of restricted cash at March 31, 2024 primarily relates to requirements of the Revolving Credit Agreement.

24


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
Note 17: 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:
SuccessorPredecessor
Three months endedThree months ended
Timing of revenue recognitionMarch 31, 2024March 31, 2023
Products transferred at a point in time41 %40 %
Products and services transferred over time59 %60 %
Net sales100 %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 informationTrade receivablesContract liabilities
Balance at December 31, 2023 (Successor)$721.8 $376.2 
Balance at March 31, 2024 (Successor)$660.7 $381.5 

There have been $4.2 and $7.2 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, 2024 (Successor) and 2023 (Predecessor), respectively.

As of December 31, 2023, the Company had $376.2 of unrecognized deferred revenue constituting the remaining performance obligations that are unsatisfied (or partially unsatisfied). During the three months ended March 31, 2024, the Company recognized revenue of $163.6 related to the Company's deferred revenue balance at December 31, 2023.

Transaction price allocated to the remaining performance obligations

As of March 31, 2024, the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $1,400. The Company generally expects to recognize revenue on the remaining performance obligations over the next twelve months. The Company enters into service agreements with cancellable terms after a certain period without penalty. Unsatisfied obligations reflect only the obligation during the initial term. The Company applies the practical expedient in ASC paragraph 606-10-50-14 and does not disclose information about remaining performance obligations that have original expected durations of one year or less.


25


DIEBOLD NIXDORF, INCORPORATED AND SUBSIDIARIES
FORM 10-Q as of March 31, 2024
Notes to Condensed Consolidated Financial Statements
(unaudited)
(in millions, except per share amounts)
Note 18: 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:
Successor
March 31, 2024December 31, 2023
Gross minimum lease receivables$23.1 $24.4 
Allowance for credit losses(0.1)