-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UziU1gOSM0FdaJ5/V1qSKejwHIdIgnGeGzlGwgmxHfV9eNg23L3ViOsVGlOPxpC2 Bh0q0+7cEEjxS2Ic9uklgw== 0000950152-05-005653.txt : 20050630 0000950152-05-005653.hdr.sgml : 20050630 20050630122102 ACCESSION NUMBER: 0000950152-05-005653 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050630 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050630 DATE AS OF CHANGE: 20050630 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DIEBOLD INC CENTRAL INDEX KEY: 0000028823 STANDARD INDUSTRIAL CLASSIFICATION: CALCULATING & ACCOUNTING MACHINES (NO ELECTRONIC COMPUTERS) [3578] IRS NUMBER: 340183970 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04879 FILM NUMBER: 05927474 BUSINESS ADDRESS: STREET 1: P.O. BOX 3077 STREET 2: 5995 MAYFAIR RD CITY: CANTON STATE: OH ZIP: 44720-8077 BUSINESS PHONE: 3304904000 MAIL ADDRESS: STREET 1: PO BOX 3077 CITY: CANTON STATE: OH ZIP: 44720-8077 8-K 1 l14765ae8vk.htm DIEBOLD, INCORPORATED 8-K Diebold, Incorporated 8-K
 

 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


Form 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): June 30, 2005

( DIEBOLD LOGO)

DIEBOLD, INCORPORATED

(Exact name of registrant as specified in its charter)
         
Ohio   1-4879   34-0183970
         
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification Number)
     
5995 Mayfair Road, P.O. Box 3077, North Canton, Ohio   44720-8077
     
(Address of principal executive offices)   (Zip Code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 

 


 

Item 7.01 Regulation FD Disclosure

     On June 30, 2005 Diebold, Incorporated issued a press release entitled “Diebold Reduces 2005 Second Quarter and Year-End Earnings Outlook”. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

     The information in this report shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits

     (c) Exhibits.

         
 
Exhibit No.
  Description
 
 
   
 
99.1
  Press Release of Diebold, Incorporated dated June 30, 2005.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

           
 
      DIEBOLD, INCORPORATED

Date:   June 30, 2005     By:   /s/ Gregory T. Geswein
         
 
      Gregory T. Geswein
Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)

2


 

         

EXHIBIT INDEX

         
 
Exhibit No.
  Description
 
 
   
   
 
99.1
  Press Release of Diebold, Incorporated dated June 30, 2005.

3

EX-99.1 2 l14765aexv99w1.txt EXHIBIT 99.1 PRESS RELEASE EXHIBIT 99.1 CONTACTS: Media Relations Investor Relations Mike Jacobsen John Kristoff (330) 490-3796 (330) 490-5900 jacobsm1@diebold.com kristoj@diebold.com FOR IMMEDIATE RELEASE: June 30, 2005 DIEBOLD REDUCES 2005 SECOND QUARTER AND YEAR-END EARNINGS OUTLOOK Investor conference call scheduled for today at 10:00 a.m. ET NORTH CANTON, Ohio - Diebold, Incorporated (NYSE: DBD) today announced it has lowered its second quarter and full-year earnings per share guidance for 2005, as its North America growth outlook has been revised downward and is now in line with current expectations of customer demand. Additionally, the company has identified a reconciliation issue in its North America sales commission accrual account, as of December 31, 2004, with the impact on specific prior years yet to be determined. As a result of this reconciliation, the company has determined the commission account was under accrued by approximately $13 million at the end of 2004. This is a preliminary estimate and the final amount could vary. A thorough review is currently underway and is expected to be completed shortly. This amount is excluded from earnings estimates provided throughout the remainder of this outlook. Revised Second Quarter and Full-Year Expectations The company now expects second quarter earnings to be $.47 to $.50. Included in this earnings estimate are restructuring charges of $.04 per share and European Opteva manufacturing start-up costs and related issues of approximately $.03 per share. Excluding these one-time items, second quarter earnings per share are expected to be $.54 to $.57. Full-year 2005 operating earnings are now expected to be $2.60 to $2.70. This range excludes manufacturing start-up costs and related issues of approximately $.04 per share, and restructuring charges of $.15 to $.30. The company has defined and is reviewing various options for restructuring and will provide a more definitive review of its anticipated restructuring costs in its second quarter earnings announcement. This revised earnings guidance compares to 2004 full-year earnings per share of $2.54. Factors contributing to the lowered earnings expectations are: o Growth in the company's North America business is lower than its previous expectations as upgrade/replacement activity in the regional bank segment has developed at a slower than expected rate. (more) PAGE 2/ DIEBOLD REDUCES OUTLOOK o A proportionately higher mix of revenue from the company's international operations and election systems businesses, which carry lower margins o A negative foreign currency exchange impact due to the strengthening of the dollar, particularly against the Euro which moved from approximately $1.30 to $1.20 during the second quarter o Continuing cost challenges in the transition to a single, global product platform Cost Reduction Initiatives To further strengthen its competitiveness, the company is initiating several actions now and for the remainder of 2005: o The elimination of approximately 300 full-time positions in North America and Western Europe. This action includes jobs affected by the recently announced closing of the Danville, Va., manufacturing facility o Further global manufacturing realignment and facility consolidation o Acceleration of the consolidation of research and development operations and service functions o Further product cost reductions through procurement, manufacturing and design improvements "We are disappointed with our financial performance during the quarter and with our revised outlook for the year," said Walden W. O'Dell, Diebold chairman and chief executive officer. "Our global markets remain healthy as we once again experienced strong growth in orders and backlog during the quarter. However, our North America revenue outlook is lower than previously expected, resulting in a lower profit outlook. In addition, we continue to face challenges on the cost side as we transition to a global product platform. We are moving quickly and decisively to improve our performance by accelerating our cost-reduction initiatives." O'Dell added, "There is tremendous value in Diebold, from the strength of our brand to our world-class technology and product solutions. We are confident that by taking these aggressive cost actions now, we will be able to leverage our leadership position in the marketplace and ensure long-term, profitable growth." (more) PAGE 3/ DIEBOLD REDUCES OUTLOOK Investor call information A special investor conference call with Walden W. O'Dell, chairman and chief executive officer, and Gregory T. Geswein, senior vice president and chief financial officer, will be held today at 10 a.m. (ET). This conference call will last approximately 30 minutes. Participants should plan to dial in 15 minutes prior to the session. Details on the call are as follows:
Call-in numbers Passcode Time/Date Conference call (913) 981-5525 5854588 10 a.m. (ET), 6/30/05 Call replay (719) 457-0820 5854588 Begins: 1 p.m. (ET), 6/30/05 Ends: 5 p.m. (ET), 7/7/05
Also, Diebold will release second quarter financial results on July 27, before trading begins on the New York Stock Exchange. Walden W. O'Dell and Gregory T. Geswein will discuss the results during a conference call scheduled to begin at 10 a.m. (ET) that day. The conference call will last approximately one hour. Participants should plan to dial in 15 minutes prior to the session. Details on the call are as follows:
Call-in numbers Passcode Time/Date Conference call (913) 981-4912 276504 10 a.m. (ET), 7/27/05 Call replay (719) 457-0820 276504 Begins: 1 p.m. (ET), 7/27/05 Ends: 5 p.m. (ET), 8/3/05
Live access to both calls is also available on Diebold's Web site at www.diebold.com. The replays can be accessed on the site for three months after the calls. Detailed financial information regarding Diebold's second quarter results will be available on the company's Web site. FORWARD-LOOKING STATEMENTS In this press release, statements that are not reported, financial results or other historical information are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give current expectations or forecasts of future events and are not guarantees of future performance. These forward-looking statements relate to, among other things, the company's future operating performance, the company's share of new and existing markets, the company's short- and long-term revenue and earnings growth rates, results of the review of the company's North American sales commission accrual account and the company's implementation of cost-reduction initiatives. The use of the words "believes," "anticipates," "expects," "intends" and similar expressions is intended to identify forward-looking statements that have been made and may in the future be made by or on behalf of the company. Although the company believes that these forward-looking statements are based upon reasonable assumptions regarding, among other things, the economy, its knowledge of its business, and on key performance indicators that impact the company, these forward-looking statements involve risks, uncertainties and other factors that may cause actual results to differ materially from those (more) PAGE 4/ DIEBOLD REDUCES OUTLOOK expressed in or implied by the forward-looking statements. The company is not obligated to update forward-looking statements, whether as a result of new information, future events or otherwise. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Some of the risks, uncertainties and other factors that could cause actual results to differ materially from those expressed in or implied by the forward-looking statements include, but are not limited to: o competitive pressures, including pricing pressures and technological developments; o changes in the company's relationships with customers, suppliers, distributors and/or partners in its business ventures; o changes in political, economic or other factors such as currency exchange rates, inflation rates, recessionary or expansive trends, taxes and regulations and laws affecting the worldwide business in each of the company's operations, including Brazil, where a significant portion of the company's revenue is derived; o acceptance of the company's product and technology introductions in the marketplace; o unanticipated litigation, claims or assessments; o the company's ability to reduce costs and expenses and improve internal operating efficiencies; o variations in consumer demand for financial self-service technologies, products and services; o challenges raised about reliability and security of the company's election systems products, including the risk that such products will not be certified for use or will be decertified; o changes in laws regarding the company's election systems products and services; o potential security violations to the company's information technology systems; and o the company's ability to achieve benefits from its cost-reduction initiatives. Diebold, Incorporated is a global leader in providing integrated self-service delivery and security systems and services. Diebold employs more than 14,000 associates with representation in nearly 90 countries worldwide and is headquartered in North Canton, Ohio, USA. Diebold reported revenue of $2.4 billion in 2004 and is publicly traded on the New York Stock Exchange under the symbol `DBD.' For more information, visit the company's Web site at www.diebold.com. ###
GRAPHIC 3 l14765al1476500.gif GRAPHIC begin 644 l14765al1476500.gif M1TE&.#EAU0`C`/<``````(````"``("`````@(``@`"`@,#`P,#/CX^KJZO'Q\?CX^/_[\*"@I("`@/\```#_ M`/__````__\`_P#______RP`````U0`C```(_@#_"1Q(L.!`!0@3*ER(T*## MAQ`C2IQ(L>)!A@HL:MS(L6-$C"`7/@R9\"))DB9/,N2H4J%$E1-;KJQ8DJ5, MC`9A"KR)O7K@3#0CQ;,ZW8MU[//@5)EF==HV;95DU+=*K>@F"5ZFT8=NQ< MJH`'MSW,=*WBQ&+W!E5<..M=H7PI)PY)43/DN)0Y1[8\6NYETZ7I^GWL<7-H MT:;[INXYV[-:JZQ;GWY=5?9JVK63!A_,^*CCT+J++R:N'"U6U MT<.!O\2M/;O,W9.A_L/\?MVI[^/8J4M>^[R[]\IEO4>7?MXUROKENY//^[NQ M^JNDS:=32T41A5].^!&(5('NO5=23X8Y*)N"[2'6GWL4(KB>??[]1UAU`48X M7V=L,9B>>NBAUZ!0(%HH87K6Y1!''8H MX&H[.N?A2EKY^%>&*N)$I(TU4MF@?44NMJ1_3O)V)8I34I>D?'R"YJ601L)Y MYY\MXF4HGLD]*FF>`-XXWI];"O=:I8+:):>H:-['Z:1I(@?JJH*YR-JB8IVV MI:IN<;+*5ZQ)Y<:;E:+.2JMQH-(6&W.HFDD:H M6>Q,TV(*:+3T^;BJMRA>&^F,VC8J;H_@!DLJFZD>2VZ9598+(:6VUFOOO96> (B.^^$P4$`#L_ ` end
-----END PRIVACY-ENHANCED MESSAGE-----