Diebold Nixdorf, Incorporated (NYSE:DBD) Files An 8-K Entry into a Material Definitive Agreement
Item 9.01 Entry into a Material Definitive Agreement.

On August 30, 2018 (the “Sixth Amendment Effective Date”), Diebold Nixdorf, Incorporated (the “Company”), its borrowing subsidiaries referred to therein, the guarantors referred to therein, JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders named therein entered into a sixth amendment and incremental amendment (the “Amendment”) to its credit agreement, dated as of November 23, 2015 (as amended, amended and restated, modified or supplemented from time to time, the (“Credit Agreement”).

The Amendment (i) amends the financial covenants set forth in Sections 6.22 and 6.23 of the Credit Agreement, (ii) establishes a new senior secured incremental term A-1 facility in an aggregate principal amount of $650,000,000 (the “Term A-1 Facility”) and (iii) makes certain other changes to the Credit Agreement as set forth therein. The interest rate with respect to the Term A-1 Facility is based on, at the Company’s option, (i) alternative base rate plus 8.25% or (ii) a eurocurrency rate plus 9.25%.

The Term A-1 Facility will be subject to (i) a maximum consolidated net leverage ratio, (ii) a minimum consolidated interest coverage ratio and (iii) certain covenant reset triggers (“Covenant Reset Triggers”), each as more specifically described within the Sixth Amendment. Upon the occurrence of any Covenant Reset Trigger, the financial covenant levels will automatically revert to previous financial covenant levels in effect prior to the Sixth Amendment. As contemplated by certain of the Covenant Reset Triggers, the Company will evaluate the provision of, and in the future may provide, additional collateral to secure its obligations under the Credit Agreement, including the Term A-1 Facility.

The Term A-1 Facility will mature on the fourth anniversary of the Sixth Amendment Effective Date.

Proceeds of the Term A-1 Facility will be used by the Company to (i) fund the purchase of the tendered and remaining shares of Wincor Nixdorf AG not owned by Diebold Nixdorf Holding Germany Inc. & Co KGaA, a directly owned subsidiary of the Company, (ii) make optional prepayments of existing term A loans in an amount of $130,000,000 and to permanently reduce revolving credit commitments in an amount of $20,000,000, (iii) make a purchase to an offer open to all term B lenders on a pro rata basis for $100,000,000 in face principal amount of term B loans, with any such term B lenders that tender their term B loans consenting to the Amendment and (iv) to the extent of any remaining proceeds, for general corporate and working capital purposes.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety to the full text of the Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 9.01 is incorporated herein by reference into this Item 9.01.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

DIEBOLD NIXDORF, Inc Exhibit
EX-10.1 2 exhibit101.htm EX-10.1 Exhibit Exhibit 10.1EXECUTION VERSIONSIXTH AMENDMENT AND INCREMENTAL AMENDMENTSIXTH AMENDMENT AND INCREMENTAL AMENDMENT,…
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About Diebold Nixdorf, Incorporated (NYSE:DBD)

Diebold Nixdorf Inc., formerly Diebold, Incorporated., is engaged in the business of financial self-service (FSS) and security solutions. The Company’s segments include North America (NA), Asia Pacific (AP), Europe, Middle East and Africa (EMEA), and Latin America (LA). It offers an integrated line of self-service solutions and technology, including automated teller machine (ATM) outsourcing, ATM security, deposit automation, recycling and payment terminals and software. It also offers functionality terminals supporting mobile card-less transactions and two-way video technology to support bank branch automation. It provides physical and electronic security systems, as well as provides total security systems solutions to financial, commercial, retail and other markets. The Company sells and services FSS and security systems around the globe, as well as elections, lottery and information technology solutions, through subsidiaries, joint ventures and independent distributors.