Diebold Nixdorf secures new financing for product push

Source: Diebold Nixdorf

Diebold Nixdorf (NYSE: DBD) today has obtained a new term loan and announced amendments to its senior secured credit agreement, including revised financial covenants, to enhance the company's financial flexibility.

This previously announced additional financing provides added capital to purchase all of the remaining shares of Diebold Nixdorf AG, repay debt and support key company initiatives -- including the company's multifaceted 'DN Now' operational improvement plan.

"The additional financing announced today not only enhances our liquidity position but serves as positive reinforcement of the strength of our long-term business model," said Gerrard Schmid, Diebold Nixdorf president and chief executive officer. "With this financing now complete, we will continue to focus on serving our clients, driving our 'DN Now' operational improvements and deleveraging our balance sheet."

DN Now actions are expected to drive more than $200 million of savings and include:
Implementing a new, customer-centric operating model with expected savings of around $100 million;
Enacting a new Services improvement plan; and
Streamlining current solutions and introducing next-generation product capabilities and cloud-based software offerings.

"This transaction provides support as we continue to streamline our operating model and realize other cost savings through 2019," said chief financial officer Christopher A. Chapman. "Our stable top-line serves as a base for improved profitability going forward, driven by solid backlog and growing Software and Services revenue. At the same time, we are moving forward with plans to divest non-core businesses and we intend to use proceeds to further de-leverage."

Details of amounts of additional financing and credit agreement amendment
Diebold Nixdorf borrowed $650 million under a newly established Term Loan A-1, led by GSO Capital Partners LP and Centerbridge Partners, L.P., of which it used approximately $250 million to reduce existing term loans and revolving credit. Remaining funds will be used to pay for transaction expenses, future minority shareholder redemptions and provide excess liquidity through partial repayment of outstanding revolver borrowings. The company received lender consent to amend and increase allowable leverage ratios under its credit agreement. JP Morgan Chase Bank, NA, served as the sole and exclusive administrative lending agent for the company. Evercore served as financial advisor to the company.

Increased stake in Diebold Nixdorf AG supports a path to 100 percent ownership of German subsidiary
As previously announced, redemption requests from Diebold Nixdorf AG shareholders increased in August, pursuant to the right of these shareholders under the terms of the company's acquisition of Wincor Nixdorf AG. As of August 30, 2018, the company settled requests for approximately 4.6 million shares with a value of approximately $297 million. Following this activity, Diebold Nixdorf owns approximately 27.6 million shares, or 93 percent of the outstanding shares of Diebold Nixdorf AG. This level of ownership entitles the company, at its election, to initiate the process to merge Diebold Nixdorf AG with and into a wholly-owned subsidiary, Diebold KGaA. This elective process includes the company's acquisition of all remaining shares of Diebold Nixdorf AG, which is expected to be initiated in the future. This is a significant final step in the integration of the company's German subsidiaries.

As a result of this activity, Diebold Nixdorf's annual compensation payments to Diebold Nixdorf AG minority shareholders have been reduced by approximately $15 million per year due to the shares repurchased to date. The remaining annual compensation payments of approximately $8 million per year will be eliminated once all shares have been acquired.

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