-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, TXeZW99YanCiM1yr38IcRtuVKtsOM1Pt1qaP3dQfcaXAI0NQFs6l2xJeeoQIrTzS kyrU4s7RnroJPNSD8cpktA== 0000950152-95-001616.txt : 19950801 0000950152-95-001616.hdr.sgml : 19950801 ACCESSION NUMBER: 0000950152-95-001616 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950630 FILED AS OF DATE: 19950731 SROS: NYSE 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: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-04879 FILM NUMBER: 95557286 BUSINESS ADDRESS: STREET 1: P.O. BOX 8230 CITY: CANTON STATE: OH ZIP: 44711-8230 BUSINESS PHONE: 2164894000 MAIL ADDRESS: STREET 1: PO BOX 8230 CITY: CANTON STATE: OH ZIP: 44711-8230 10-Q 1 DIEBOLD, INC. 1 - ------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 - ------------------------------------------------------------------------------- FORM 10-Q /X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1995 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, INCORPORATED ------------------------------------------------------ (Exact name of registrant as specified in its charter) Ohio 34-0183970 --------------------------------- ---------------------- (State or other jurisdiction (IRS Employer of incorporation or organization) Identification Number) P. O. Box 8230, Canton, Ohio 44711-8230 - ---------------------------------------- ---------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (216) 489-4000 - ------------------------------------------------------------------------------- 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 X No ----- ----- Indicate the number of shares outstanding of each of the issuer's classes of Common Shares, as of the latest practicable date.
Class Outstanding at July 26, 1995 ----- ---------------------------- Common Shares $1.25 Par Value 30,519,676 Shares - ------------------------------ -----------------
-1- 2 DIEBOLD, INCORPORATED AND SUBSIDIARIES FORM 10-Q INDEX
Page No. -------- PART I. FINANCIAL INFORMATION ITEM 1. Financial Statements Condensed Consolidated Balance Sheets - June 30, 1995 and December 31, 1994 3 Condensed Consolidated Statements of Income - Three Months and Six Months Ended June 30, 1995 and 1994 4 Condensed Consolidated Statements of Cash Flows - Six Months Ended June 30, 1995 and 1994 5 Notes to Condensed Consolidated Financial Statements 6 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 PART II. OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K 8 SIGNATURES 10 INDEX TO EXHIBITS 11
-2- 3 DIEBOLD, INCORPORATED AND SUBSIDIARIES FORM 10-Q PART I - FINANCIAL INFORMATION ITEM 1. - FINANCIAL STATEMENTS CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in thousands except per share amounts)
(Unaudited) June 30, December 31, 1995 1994 ----------- ------------ ASSETS Current assets Cash and cash equivalents $ 58,967 $ 17,285 Short-term investments 29,375 38,400 Trade receivables 158,458 153,107 Inventories 81,329 85,543 Prepaid expenses and other current assets 32,740 31,754 -------- -------- Total current assets 360,869 326,089 Securities and other investments 148,113 155,800 Property, plant and equipment, at cost 165,246 152,314 Less accumulated depreciation and amortization 91,551 87,601 -------- -------- 73,695 64,713 Deferred income taxes 4,644 5,042 Other assets 116,840 110,239 -------- -------- $704,161 $661,883 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Accounts payable and other current liabilities $104,913 $108,994 Deferred income 68,626 46,470 -------- -------- Total current liabilities 173,539 155,464 Pensions 14,956 10,545 Postretirement benefits 21,680 21,627 Minority interest 14,887 15,028 Shareholders' equity Preferred Shares, no par value, authorized 1,000,000 shares, none issued Common Shares, par value $1.25, authorized 50,000,000, issued 30,594,214 and 30,515,146 shares, respectively 38,243 38,144 Additional capital 70,049 68,320 Retained earnings 385,008 365,513 Treasury shares, at cost (83,203 and 55,100 shares, respectively) (3,724) (3,186) Other (10,477) (9,572) -------- -------- Total shareholders' equity 479,099 459,219 -------- -------- $704,161 $661,883 ======== ========
See accompanying notes to condensed consolidated financial statements. -3- 4 DIEBOLD, INCORPORATED AND SUBSIDIARIES FORM 10-Q CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (In thousands except per share amounts)
Three Months Ended Six Months Ended June 30 June 30 ---------------------- ----------------------- 1995 1994 1995 1994 -------- -------- -------- -------- Net sales Products $130,254 $118,463 $253,343 $229,379 Services 76,646 69,618 150,604 135,466 -------- -------- -------- -------- 206,900 188,081 403,947 364,845 Cost of sales Products 79,920 77,231 159,041 149,054 Services 53,997 47,500 107,414 94,956 -------- -------- -------- -------- 133,917 124,731 266,455 244,010 -------- -------- -------- -------- Gross profit 72,983 63,350 137,492 120,835 Selling and administrative expense 35,155 30,278 68,429 60,811 Research, development and engineering expense 10,040 8,997 20,146 16,997 -------- -------- -------- -------- 45,195 39,275 88,575 77,808 -------- -------- -------- -------- Operating profit 27,788 24,075 48,917 43,027 Investment income 2,666 2,727 6,311 4,867 Miscellaneous, net (1,749) (1,914) (3,642) (3,697) Minority interest (246) (788) (638) (1,408) -------- -------- -------- -------- Income before taxes 28,459 24,100 50,948 42,789 Taxes on income 9,515 7,932 16,815 13,910 -------- -------- -------- -------- Net income $ 18,944 $ 16,168 $ 34,133 $ 28,879 ======== ======== ======== ======== Weighted average number of Common Shares outstanding 30,503 30,313 30,494 30,305 Net income per Common Share $ 0.62 $ 0.53 $ 1.12 $ 0.95 ======== ======== ======== ======== Cash dividends paid per Common Share $ 0.24 $ 0.22 $ 0.48 $ 0.44 ======== ======== ======== ========
See accompanying notes to condensed consolidated financial statements. -4- 5 DIEBOLD, INCORPORATED AND SUBSIDIARIES FORM 10-Q CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in thousands)
Six Months Ended June 30, ------------------------ 1995 1994 -------- -------- Cash flow from operating activities: Net income $ 34,133 $ 28,879 Adjustments to reconcile net income to cash provided by operating activities: Minority share of income 638 1,408 Depreciation and amortization 6,674 6,433 Other charges and amortization 8,531 8,395 Cash used by changes in certain current assets and liabilities (3,169) (12,491) Changes in deferred income 22,156 12,072 Other (8,967) (5,407) --------- -------- Total adjustments 25,863 10,410 -------- -------- Net cash provided by operating activities 59,996 39,289 Cash flow from investing activities: Proceeds from maturities of investments 53,023 40,366 Payments for purchases of investments (36,348) (47,466) Capital expenditures (16,177) (11,484) Increase in certain other assets (4,766) (25,069) Other 82 505 -------- -------- Net cash used in investing activities (4,186) (43,148) Cash flow from financing activities: Dividends paid (14,638) (13,337) Proceeds from issuance of Common Shares 1,290 3,404 Other (780) (1,889) -------- -------- Net cash used in financing activities (14,128) (11,822) -------- -------- Increase/(Decrease) in cash and cash equivalents 41,682 (15,681) Cash and cash equivalents at the beginning of the period 17,285 39,006 -------- -------- Cash and cash equivalents at the end of the period $ 58,967 $ 23,325 ======== ========
See accompanying notes to condensed consolidated financial statements. -5- 6 DIEBOLD, INCORPORATED AND SUBSIDIARIES FORM 10-Q NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollars in thousands) 1. The financial information included herein is unaudited; however, such information reflects all adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of Management, necessary for a fair statement of the results for the interim periods. 2. The results of operations for the three month and six month periods ended June 30, 1995 are not necessarily indicative of results to be expected for the full year. 3. The Earnings per Common Share computations in the condensed consolidated statements of income are based on the weighted average number of shares outstanding during each period reported.
4. Inventory detail at: June 30, 1995 December 31, 1994 ------------- ----------------- Finished goods and service parts $18,579 $20,786 Work in process 62,619 64,617 Raw materials 131 140 ------- ------- Total inventory $81,329 $85,543 ======= =======
5. In accordance with the provisions of Statement of Financial Accounting Standards No. 115, "Accounting for Certain Investments in Debt and Equity Securities," the Registrant classified the majority of the securities and other investments as available-for-sale at June 30, 1995 and December 31, 1994. 6. The Registrant has reclassified the presentation of certain prior-year information to conform with the current presentation format. -6- 7 DIEBOLD, INCORPORATED AND SUBSIDIARIES FORM 1O-Q ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS As of June 30, 1995 (Unaudited) (Dollars in thousands except for per share data) Changes in Financial Condition The balance sheet of the Registrant continued to reflect a strong financial position at June 30, 1995. Cash, cash equivalents and short-term investments increased to $88,342 at June 30, 1995 compared to $55,685 at December 31, 1994. These assets along with securities and other investments accounted for 34% and 32% of total assets at June 30, 1995 and December 31, 1994, respectively. Securities and other investments consist principally of tax-free municipal bonds, preferred stock, and other investments. Future capital expenditures and increases in working capital are expected to be financed through internally generated funds. The Registrant's investment portfolio is also available for funding needs if required. External financing is also available if needed through the Registrant's lines of credit. At June 30, 1995, the Registrant had unused lines of credit approximating $40,000 and the Registrant is not restricted as to the use of funds borrowed under these credit agreements. Therefore, such commitments represent an additional and immediate source of liquidity. The Registrant's strong financial position enhances its ability to obtain additional funds if required. Shareholders' equity per Common Share at June 30, 1995 improved to $15.70 from $15.08 at December 31, 1994. The second quarter cash dividend of $.24 per share was paid on June 9, 1995 to shareholders of record on May 19, 1995. On July 18, 1995 the third quarter cash dividend of $.24 per share was declared payable on September 8, 1995 to shareholders of record on August 18, 1995. Diebold, Incorporated shares are listed on the New York Stock Exchange under the symbol of DBD. The market price during the first six months of 1995 fluctuated within the range of $33.00 and $44.25. Results of Operations Second Quarter 1995 Comparison to Second Quarter 1994 Consolidated net sales for the second quarter of 1995 increased from the same period in 1994 by $18,819 or 10%. Total gross profit increased $9,633 or 15% over second quarter's performance for 1994. Product gross profit accounted for the majority of this increase resulting from increased sales volume of self-service systems and continuing cost containment efforts. Operating expenses increased $5,920 or 15% over the same period in 1994 largely due to higher selling and administrative expenses associated with the increase in sales activity and expenditures related to research and development of new products. Operating profit increased $3,713 or 15% over second quarter 1994's performance. -7- 8 DIEBOLD, INCORPORATED AND SUBSIDIARIES FORM 1O-Q ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) As of June 30, 1995 (Unaudited) (Dollars in thousands) First Half 1995 Comparison to First Half 1994 Consolidated net sales for the first half of 1995 exceeded the same period in 1994 by $39,102 or 11%. Total gross profit increased $16,657 or 14% over 1994's first half performance. Product gross profit continued to account for the majority of this increase in total gross profit resulting from the increased sales volume and reduction of costs resulting from manufacturing improvements. Operating expenses increased $10,767 or 14% over the same period in 1994 due to the higher selling and administrative expenses associated with the increase in sales activity and expenditures related to the research and development of new products. Operating profit for the first half 1995 exceeded the first half 1994 by $5,890 or 14%. The Registrant's backlog of unfilled orders was $155,967 at June 30, 1995 compared to $152,707 at June 30, 1994, a $3,260 or 2% increase. The Registrant believes, however, that order backlog information is not, by itself, a meaningful indicator of future revenue streams. There are numerous factors which influence the amount and timing of revenue recognized in future periods. PART II. OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K (a) Exhibits 3.1(i) Amended and Restated Articles of Incorporation of Diebold, Incorporated -- incorporated by reference to Exhibit 3.1(i) of Registrant's Annual Report on Form 10-K for the year ended December 31, 1994. 3.1(ii) Code of Regulations -- incorporated by reference to Exhibit 4(c) to Registrant's Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 33-32960. 3.2 Certificate of Amendment by Shareholders to Amended Articles of Incorporation of Diebold, Incorporated -- incorporated by reference to Exhibit 3.1 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1992. 4. Rights Agreement dated as of February 10, 1989 between Diebold, Incorporated and Ameritrust Company National Association -- incorporated by reference to Exhibit 2.1 to Registrant's Registration Statement on Form 8-A dated February 10, 1989. -8- 9 ITEM 6. Exhibits and Reports on Form 8-K (continued) * 10.1 Form of Employment Agreement as amended and restated as of September 13, 1990 -- incorporated by reference to Exhibit 10.1 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1990. * 10.2 Schedule of Certain Officers who are Parties to Employment Agreements in the form of Exhibit 10.1. -- incorporated by reference to Exhibit 10.2 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1992. * 10.3 Supplemental Pension Agreement with Raymond Koontz -- incorporated by reference to Exhibit 10.3 of Registrant's Annual Report on Form 10-K for the year ended December 31, 1994. * 10.4 Supplemental Retirement Benefit Agreement with Robert W. Mahoney -- incorporated by reference to Exhibit 10.4 of Registrant's Annual Report on Form 10-K for the year ended December 31, 1994. * 10.5 Supplemental Employee Retirement Plan (as amended January 1, 1994) -- incorporated by reference to Exhibit 10.5 of Registrant's Annual Report on Form 10-K for the year ended December 31, 1994. 10.6 Amended and Restated Partnership Agreement dated as of September 12, 1990 -- incorporated by reference to Exhibit 10 to Registrant's Form 8-K dated September 26, 1990. * 10.7 1985 Deferred Compensation Plan for Directors of Diebold, Incorporated -- incorporated by reference to Exhibit 10.7 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1992. * 10.8 1991 Equity and Performance Incentive Plan -- incorporated by reference to Exhibit 4(a) to Registrant's Form S-8 Registration Statement No. 33-39988. * 10.9 Long-Term Executive Incentive Plan -- incorporated by reference to Exhibit 10.9 of Registrant's Annual Report on Form 10-K for the year ended December 31, 1993. * 10.10 1992 Deferred Incentive Compensation Plan (as amended and restated as of July 1, 1993) -- incorporated by reference to Exhibit 10.10 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1993. * 10.11 Annual Incentive Plan -- incorporated by reference to Exhibit 10.11 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1992. * 10.12 Employment Agreement with Robert P. Barone -- incorporated by reference to Exhibit 10.12 to Registrant's Form 10-Q for the quarter ended September 30, 1994. 27. Financial Data Schedule. (b) Reports on Form 8-K. No reports have been filed by the Registrant on Form 8-K during the period covered by this report. * Reflects management contract or other compensatory arrangement. -9- 10 DIEBOLD, INCORPORATED AND SUBSIDIARIES FORM 10-Q 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 -------------------------------------- (Registrant) Date: July 27, 1995 By: /s/Robert W. Mahoney -------------- -------------------------------------- Robert W. Mahoney Chairman of the Board, President and Chief Executive Officer Date: July 27, 1995 By: /s/Gerald F. Morris -------------- -------------------------------------- Gerald F. Morris Executive Vice President and Chief Financial Officer (Principal Accounting and Financial Officer) -10- 11 DIEBOLD, INCORPORATED FORM 10-Q INDEX TO EXHIBITS
EXHIBIT NO. PAGE NO. - ----------- -------- 3.1 (i) Amended and Restated Articles of Incorporation of Diebold, Incorporated -- incorporated by reference to Exhibit 3.1(i) of Registrant's Annual Report on Form 10-K for the year ended December 31, 1994. -- 3.1 (ii) Code of Regulations -- incorporated by reference to Exhibit 4(c) to Registrant's Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 33-32960. -- 3.2 Certificate of Amendment by Shareholders to Amended Articles of Incorporation of Diebold, Incorporated -- incorporated by reference to Exhibit 3.1 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1992. -- 4. Rights Agreement dated as of February 10, 1989 between Diebold, Incorporated and Ameritrust Company National Association -- incorporated by reference to Exhibit 2.1 to Registrant's Registration Statement on Form 8-A dated February 10, 1989. -- 10.1 Form of Employment Agreement as amended and restated as of September 13, 1990 -- incorporated by reference to Exhibit 10.1 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1990. -- 10.2 Schedule of Certain Officers who are Parties to Employment Agreements in the form of Exhibit 10.1. -- incorporated by reference to Exhibit 10.2 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1992. -- 10.3 Supplemental Pension Agreement with Raymond Koontz -- incorporated by reference to Exhibit 10.3 of Registrant's Annual Report on Form 10-K for the year ended December 31, 1994. -- 10.4 Supplemental Retirement Benefit Agreement with Robert W. Mahoney -- incorporated by reference to Exhibit 10.4 of Registrant's Annual Report on Form 10-K for the year ended December 31, 1994. --
-11- 12
EXHIBIT NO. PAGE NO. - ----------- -------- 10.5 Supplemental Employee Retirement Plan (as amended January 1, 1994) -- incorporated by reference to Exhibit 10.5 of Registrant's Annual Report on Form 10-K for the year ended December 31, 1994. -- 10.6 Amended and Restated Partnership Agreement dated as of September 12, 1990 -- incorporated by reference to Exhibit 10 to Registrant's Form 8-K dated September 26, 1990. -- 10.7 1985 Deferred Compensation Plan for Directors of Diebold, Incorporated -- incorporated by reference to Exhibit 10.7 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1992. -- 10.8 1991 Equity and Performance Incentive Plan -- incorporated by reference to Exhibit 4(a) to Registrant's Form S-8 Registration Statement No. 33-39988. -- 10.9 Long-Term Executive Incentive Plan -- incorporated by reference to Exhibit 10.9 of Registrant's Annual Report on Form 10-K for the year ended December 31, 1993. -- 10.10 1992 Deferred Incentive Compensation Plan (as amended and restated as of July 1, 1993) -- incorporated by reference to Exhibit 10.10 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1993. -- 10.11 Annual Incentive Plan -- incorporated by reference to Exhibit 10.11 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1992. -- 10.12 Employment Agreement with Robert P. Barone -- incorporated by reference to Exhibit 10.12 to Registrant's Form 10-Q for the quarter ended September 30, 1994. -- 27. Financial Data Schedule. 13
-12- EX-27 2 EXHIBIT 27
5 1,000 U.S. DOLLARS 6-MOS DEC-31-1995 JAN-01-1995 JUN-01-1995 1 58,967 29,375 158,458 0 81,329 360,869 165,246 91,551 704,161 173,539 0 38,243 0 0 440,856 704,161 253,343 403,947 159,041 266,455 88,575 0 0 50,948 16,815 34,133 0 0 0 34,133 1.12 1.12
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