DIEBOLD NIXDORF, Inc 10-Q for FY2022 Q1

DIEBOLD NIXDORF, Inc (DBD)

10-Q 2022-05-10 For: 2022-03-31

Added on April 08, 2026

About this 10-Q

DIEBOLD NIXDORF, Inc filed this 10-Q on May 10, 2022, covering the quarter ended March 31, 2022 (FY2022 Q1).

Headline figures

Quarter ended March 31, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $829.8M; down 12.1% from $943.9M a year earlier
Net loss: $183.1M; compared with a net loss of $8.1M a year earlier

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Part I - Financial Information			3
Item 1: Financial Statements			3
Condensed Consolidated Balance Sheets – March 3 1 , 202 2 (Unaudited) and December 31, 202 1			3
Condensed Consolidated Statements of Operations (Unaudited) – Three Months Ended March 3 1 , 202 2 and 202 1			4
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) – Three Months Ended March 3 1 , 202 2 and 202 1			5
Condensed Consolidated Statements of Cash Flows (Unaudited) – Three Months Ended March 3 1 , 202 2 and 202 1			6
Notes to Condensed Consolidated Financial Statements (Unaudited)			7
Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations			29
Item 3: Quantitative and Qualitative Disclosures About Market Risk			43
Item 4: Controls and Procedures			43
Part II - Other Information			44
Item 1: Legal Proceedings			44
Item 1A: Risk Factors			44
Item 2: Unregistered Sales of Equity Securities and Use of Proceeds			44
Item 3: Defaults Upon Senior Securities			44
Item 4: Mine Safety Disclosures			44
Item 5: Other Information			44
Item 6: Exhibits			45
Signatures			46


	March 31, 2022		December 31, 2021
	(Unaudited)
ASSETS
Current assets
Cash, cash equivalents, and restricted cash	$	224.7	$	388.9
Short-term investments	42.1		34.3
Trade receivables, less allowances for doubtful accounts of $38.2 and $35.3, respectively	549.8		595.2
Inventories	620.8		544.2
Prepaid expenses	49.5		48.2
Current assets held for sale	60.9		73.4
Other current assets	233.7		203.1
Total current assets	1,781.5		1,887.3
Securities and other investments	9.7		11.0
Property, plant and equipment, net of accumulated depreciation and amortization of $500.9 and $494.3, respectively	131.5		138.1
Goodwill	731.9		743.6
Deferred income taxes	96.8		95.7

Customer relationships, net	277.3		301.7


Other assets	287.8		329.8
Total assets	$	3,316.5	$	3,507.2
LIABILITIES AND EQUITY
Current liabilities
Notes payable	$	10.4	$	47.1
Accounts payable	623.9		706.3
Deferred revenue	379.1		322.4
Payroll and other benefits liabilities	165.2		186.5
Current liabilities held for sale	12.4		20.3

Other current liabilities	471.5		466.8
Total current liabilities	1,662.5		1,749.4
Long-term debt	2,340.5		2,245.6
Pensions, post-retirement and other benefits	80.6		104.2


Deferred income taxes	105.5		105.5
Other liabilities	136.0		139.5


Equity
Diebold Nixdorf, Incorporated shareholders' equity
Preferred shares, no par value, 1,000,000 authorized shares, none issued	—		—
Common shares, $1.25 par value, 125,000,000 authorized shares, 95,565,609 and 94,599,742 issued shares, 78,927,653 and 78,352,333 outstanding shares, respectively	119.5		118.3
Additional capital	820.1		819.6
Retained earnings (accumulated deficit)	(1,005.5)		(822.4)
Treasury shares, at cost (16,637,956 and 16,247,409 shares, respectively)	(585.4)		(582.1)
Accumulated other comprehensive loss	(365.4)		(378.5)
Total Diebold Nixdorf, Incorporated shareholders' equity	(1,016.7)		(845.1)
Noncontrolling interests	8.1		8.1
Total equity	(1,008.6)		(837.0)
Total liabilities and equity	$	3,316.5	$	3,507.2


	Three months ended
	March 31
	2022		2021
Net sales
Services	$	526.2	$	573.6
Products	303.6		370.3
	829.8		943.9
Cost of sales
Services	374.2		389.6
Products	270.3		281.1
	644.5		670.7
Gross profit	185.3		273.2
Selling and administrative expense	181.0		203.4
Research, development and engineering expense	32.3		34.1
(Gain) loss on sale of assets, net	0.2		(0.5)
Impairment of assets	55.2		—
	268.7		237.0
Operating profit (loss)	(83.4)		36.2
Other income (expense)
Interest income	1.3		1.7
Interest expense	(48.1)		(48.7)
Foreign exchange gain (loss), net	(4.7)		5.7
Miscellaneous, net	2.6		(0.7)
Loss before taxes	(132.3)		(5.8)
Income tax expense	50.9		1.2
Equity in loss of unconsolidated subsidiaries	(0.7)		(1.1)
Net loss	(183.9)		(8.1)
Net income (loss) attributable to noncontrolling interests	(0.8)		—
Net loss attributable to Diebold Nixdorf, Incorporated	$	(183.1)	$	(8.1)

Basic and diluted weighted-average shares outstanding	78.7		78.0


Net loss attributable to Diebold Nixdorf, Incorporated
Basic and diluted loss per share	$	(2.33)	$	(0.10)


	Three months ended
	March 31
	2022		2021
Net loss	$	(183.9)	$	(8.1)
Other comprehensive income (loss), net of tax
Translation adjustment	11.2		(35.3)
Foreign currency hedges (net of tax of $0.0 and $0.0, respectively)	(1.0)		1.6
Interest rate hedges
Net income (loss) recognized in other comprehensive income (net of tax of $0.6 and $0.4, respectively)	2.9		2.1
Reclassification adjustment for amounts recognized in net income	(0.6)		(0.5)
	2.3		1.6
Pension and other post-retirement benefits
Net actuarial loss amortized (net of tax of $0.3 and $0.5, respectively)	0.7		2.6




Other	0.7		(0.9)
Other comprehensive loss, net of tax	13.9		(30.4)
Comprehensive loss	(170.0)		(38.5)
Less: Comprehensive income (loss) attributable to noncontrolling interests	—		0.5
Comprehensive loss attributable to Diebold Nixdorf, Incorporated	$	(170.0)	$	(39.0)


	Three months ended
	March 31
	2022		2021
Cash flow from operating activities
Net loss	$	(183.9)	$	(8.1)
Adjustments to reconcile net loss to cash flow used by operating activities:
Depreciation and amortization	14.5		19.8

Amortization of Wincor Nixdorf purchase accounting intangible assets	18.5		19.9
Amortization of deferred financing costs into interest expense	4.3		4.3
Share-based compensation	1.7		3.5

(Gain) loss on sale of assets, net	0.2		(0.5)
Impairment of assets	55.2		—
Deferred income taxes	—		1.8

Changes in certain assets and liabilities
Trade receivables	35.2		(1.3)
Inventories	(83.0)		(60.2)
Accounts payable	(77.7)		64.1
Deferred revenue	54.2		32.2
Sales tax and net value added tax	(24.8)		(24.5)

Income taxes	38.1		(8.5)

Accrued salaries, wages and commissions	(21.3)		(18.9)
Restructuring accrual	(11.5)		(10.6)
Warranty liability	(0.4)		(0.4)

Pension and post retirement benefits	(22.5)		(16.4)
Certain other assets and liabilities	(23.0)		(61.4)
Net cash provided (used) by operating activities	(226.2)		(65.2)
Cash flow from investing activities
Capital expenditures	(4.0)		(2.5)
Capitalized software development	(7.6)		(5.9)
Proceeds from divestitures, net of cash divested	5.8		—

Proceeds from maturities of investments	126.8		109.2
Payments for purchases of investments	(126.8)		(97.6)


Net cash provided (used) by investing activities	(5.8)		3.2
Cash flow from financing activities



Revolving credit facility borrowings (repayments), net	75.0		(30.0)
Other debt borrowings	0.3		0.6
Other debt repayments	(4.7)		(2.4)
Contributions from noncontrolling interest holders	—		12.7


Other	(5.0)		(5.8)
Net cash provided (used) by financing activities	65.6		(24.9)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	1.5		(1.8)
Change in cash, cash equivalents and restricted cash	(164.9)		(88.7)
Add: Cash included in assets held for sale at beginning of period	3.1		2.7
Less: Cash included in assets held for sale at end of period	2.4		3.7
Cash, cash equivalents and restricted cash at the beginning of the period	388.9		324.5
Cash, cash equivalents and restricted cash at the end of the period	$	224.7	$	234.8


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


	March 31, 2022		December 31, 2021
Finished goods	$	241.1	$	180.3
Service parts	175.2		169.8
Raw materials and work in process	204.5		194.1
Total inventories	$	620.8	$	544.2


	Cost Basis		Unrealized Gain / (Loss)		Fair Value
As of March 31, 2022
Short-term investments
Certificates of deposit	$	42.1	$	—	$	42.1



Long-term investments
Assets held in a rabbi trust	$	5.0	$	1.0	$	6.0

As of December 31, 2021
Short-term investments
Certificates of deposit	$	34.3	$	—	$	34.3


Long-term investments
Assets held in a rabbi trust	$	5.4	$	1.6	$	7.0


	Eurasia Banking		Americas Banking		Retail		Total
Goodwill	$	590.4	$	444.7	$	236.2	$	1,271.3
Accumulated impairment	(291.7)		(122.0)		(57.2)		(470.9)
Balance at January 1, 2021	$	298.7	$	322.7	$	179.0	$	800.4
Transferred to assets held for sale	—		—		—		—
Divestitures	—		—		(3.3)		(3.3)
Currency translation adjustment	(29.0)		(4.6)		(19.9)		(53.5)
Goodwill	$	561.4	$	440.1	$	213.0	$	1,214.5

Accumulated impairment	(291.7)		(122.0)		(57.2)		(470.9)
Balance at December 31, 2021	$	269.7	$	318.1	$	155.8	$	743.6



Currency translation adjustment	(6.3)		(1.0)		(4.4)		(11.7)
Goodwill	$	555.1	$	439.1	$	208.6	$	1,202.8

Accumulated impairment	(291.7)		(122.0)		(57.2)		(470.9)
Balance at March 31, 2022	$	263.4	$	317.1	$	151.4	$	731.9


		March 31, 2022						December 31, 2021
	Weighted-average remaining useful lives	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Customer relationships, net	3.9 years	$	689.3	$	(412.0)	$	277.3	$	703.3	$	(401.6)	$	301.7

Capitalized Software Development	1.8 years	232.0		(187.4)		44.6		228.1		(184.9)		43.2
Development costs non-software	1.0 year	50.7		(50.6)		0.1		51.8		(51.6)		0.2
Other intangibles	5.6 years	50.1		(47.9)		2.2		50.8		(48.4)		2.4
Other intangible assets, net		332.8		(285.9)		46.9		330.7		(284.9)		45.8
Total		$	1,022.1	$	(697.9)	$	324.2	$	1,034.0	$	(686.5)	$	347.5


	2022		2021
Beginning balance as of January 1	$	43.2	$	38.0
Capitalization	7.6		5.9
Amortization	(5.3)		(6.0)

Other	(0.9)		(0.1)
Ending balance as of March 31	$	44.6	$	37.8


	DN Now
	Severance		Other
Eurasia Banking	$	89.4	$	2.6
Americas Banking	16.1		0.1
Retail	39.9		3.8
Corporate	54.8		12.2
Total	$	200.2	$	18.7


									Accumulated Other Comprehensive Income (Loss)		Total Diebold Nixdorf, Incorporated Shareholders' Equity
	Common Shares		Additional Capital		Accumulated Deficit		Treasury Shares						Non-controlling Interests		Total Equity
Balance, December 31, 2021	$	118.3	$	819.6	$	(822.4)	$	(582.1)	$	(378.5)	$	(845.1)	$	8.1	$	(837.0)
Net loss	—		—		(183.1)		—		—		(183.1)		(0.8)		(183.9)
Other comprehensive loss	—		—		—		—		13.1		13.1		0.8		13.9
Share-based compensation issued	1.2		(1.2)		—		—		—		—		—		—
Share-based compensation expense	—		1.7		—		—		—		1.7		—		1.7
Treasury shares	—		—		—		(3.3)		—		(3.3)		—		(3.3)



Balance, March 31, 2022	$	119.5	$	820.1	$	(1,005.5)	$	(585.4)	$	(365.4)	$	(1,016.7)	$	8.1	$	(1,008.6)


	Translation		Foreign Currency Hedges		Interest Rate Hedges		Pension and Other Post-retirement Benefits		Other		Accumulated Other Comprehensive Income (Loss)
Balance at January 1, 2022	$	(310.9)	$	(1.9)	$	0.4	$	(64.6)	$	(1.5)	$	(378.5)
Other comprehensive income (loss) before reclassifications (1)	10.4		(1.0)		2.9		—		0.7		13.0
Amounts reclassified from AOCI	—		—		(0.6)		0.7		—		0.1
Net current-period other comprehensive income (loss)	10.4		(1.0)		2.3		0.7		0.7		13.1
Balance at March 31, 2022	$	(300.5)	$	(2.9)	$	2.7	$	(63.9)	$	(0.8)	$	(365.4)


	March 31, 2022		December 31, 2021
Notes payable
Uncommitted lines of credit	$	1.2	$	1.6
2022 Revolving Facility	—		35.9


Term Loan B Facility - USD	4.8		4.8
Term Loan B Facility - Euro	4.6		4.7
Other	—		0.3
	$	10.6	$	47.3
Short-term deferred financing fees	(0.2)		(0.2)
	$	10.4	$	47.1
Long-term debt
2023 Revolving Facility	$	135.9	$	25.0


Term Loan B Facility - USD	379.2		381.0
Term Loan B Facility - Euro	366.4		375.6
2024 Senior Notes	400.0		400.0
2025 Senior Secured Notes - USD	700.0		700.0
2025 Senior Secured Notes - EUR	388.5		396.4
Other	3.9		4.2
	$	2,373.9	$	2,282.2
Long-term deferred financing fees	(33.4)		(36.6)
	$	2,340.5	$	2,245.6


Foreign Currency Derivative	Number of Instruments	Notional Sold		Notional Purchased

Currency forward agreements (USD-BRL)	6	59.1	BRL	11.1	USD
Currency forward agreements (EUR-USD)	2	1.0	EUR	1.2	USD
Currency forward agreements (EUR-GBP)	4	2.2	GBP	2.6	EUR


2022	$	10.7
2023	8.0
2024	5.6
2025	5.4
2026	5.1
Thereafter	2.8
	$	37.6


	Three months ended				Affected Line Item on the Statement of Operations
	March 31
	2022		2021
Interest rate hedge gain/(loss)	$	(0.6)	$	(0.5)		Interest expense
Pension and post-retirement benefits:
Net actuarial loss amortized (net of tax of $0.3 and $0.5, respectively)	0.7		2.6			Miscellaneous, net
Total reclassifications for the period	$	0.1	$	2.1


	Pension Benefits
	U.S. Plans				Non-U.S. Plans				Other Benefits
	2022		2021		2022		2021		2022		2021
Components of net periodic benefit cost
Service cost	$	—	$	0.8	$	2.4	$	2.5	$	—	$	—
Interest cost	4.3		4.0		1.1		0.8		0.1		0.2
Expected return on plan assets	(5.8)		(6.4)		(3.9)		(3.8)		—		—
Recognized net actuarial loss (gain)	1.6		2.2		(0.4)		0.8		(0.1)		0.1
Amortization of prior service cost	—		—		(0.1)		—		—		—

Net periodic pension benefit cost	$	0.1	$	0.6	$	(0.9)	$	0.3	$	—	$	0.3


Derivative instrument	Classification on condensed consolidated statements of operations	Three months ended
		March 31
		2022		2021
Interest rate swaps and non-designated hedges	Interest expense	$	(2.1)	$	(1.9)


Foreign exchange forward contracts and cash flow hedges	Foreign exchange gain (loss), net	—		(4.2)
Total		$	(2.1)	$	(6.1)


		March 31, 2022						December 31, 2021
				Fair Value Measurements Using						Fair Value Measurements Using
	Classification on condensed consolidated Balance Sheets	Fair Value		Level 1		Level 2		Fair Value		Level 1		Level 2
Assets
Short-term investments
Certificates of deposit	Short-term investments	$	42.1	$	42.1	$	—	$	34.3	$	34.3	$	—
Assets held in rabbi trusts	Securities and other investments	6.0		6.0		—		7.0		7.0		—
Foreign exchange forward contracts	Other current assets	0.1		—		0.1		0.1		—		0.1


Total		$	48.2	$	48.1	$	0.1	$	41.4	$	41.3	$	0.1
Liabilities
Foreign exchange forward contracts	Other current liabilities	$	1.1	$	—	$	1.1	$	0.1	$	—	$	0.1
Interest rate swaps - short term	Other current liabilities	0.7		—		0.7		2.8		—		2.8

Deferred compensation	Other liabilities	6.0		6.0		—		7.0		7.0		—
Total		$	7.8	$	6.0	$	1.8	$	9.9	$	7.0	$	2.9


	Three months ended
	March 31
Timing of revenue recognition	2022		2021
Products transferred at a point in time	37	%	39	%
Products and services transferred over time	63	%	61	%
Net sales	100	%	100	%


Contract balance information	Trade receivables		Contract liabilities
Balance at December 31, 2021	$	595.2	$	322.4
Balance at March 31	$	549.8	$	379.1


	March 31, 2022		December 31, 2021
Gross minimum lease receivables	$	37.6	$	39.5
Allowance for credit losses	(0.2)		(0.3)
Estimated unguaranteed residual values	0.1		0.1
	37.5		39.3
Less:
Unearned interest income	(1.8)		(1.2)


Total	$	35.7	$	38.1


	Three months ended						Percent of Total Net Sales for the Three months ended
	March 31						March 31
	2022		2021		% Change	% Change in CC (1)	2022	2021
Segments
Eurasia Banking
Services	$	159.5	$	189.6	(15.9)	(10.8)	19.2	20.1
Products	118.4		138.2		(14.3)	(8.6)	14.3	14.6
Total Eurasia Banking	277.9		327.8		(15.2)	(9.9)	33.5	34.7

Americas Banking
Services	224.2		227.7		(1.5)	(2.0)	27.0	24.1
Products	60.6		84.0		(27.9)	(28.5)	7.3	8.9
Total Americas Banking	284.8		311.7		(8.6)	(9.2)	34.3	33.0

Retail
Services	142.5		156.3		(8.8)	(3.1)	17.2	16.6
Products	124.6		148.1		(15.9)	(10.6)	15.0	15.7
Total Retail	267.1		304.4		(12.3)	(6.8)	32.2	32.3

Total net sales	$	829.8	$	943.9	(12.1)	(8.7)	100.0	100.0


	Three months ended
	March 31
Eurasia Banking:	2022			2021			% Change
Net sales	$	277.9		$	327.8		(15.2)
Segment operating profit	$	(8.5)		$	25.0		(134.0)
Segment operating profit margin	(3.1)		%	7.6		%


	Three months ended
	March 31
Americas Banking:	2022			2021			% Change
Net sales	$	284.8		$	311.7		(8.6)
Segment operating profit	$	17.2		$	40.2		(57.2)
Segment operating profit margin	6.0		%	12.9		%


	Three months ended
	March 31
Retail:	2022			2021			% Change
Net sales	$	267.1		$	304.4		(12.3)
Segment operating profit	$	8.6		$	27.1		(68.3)
Segment operating profit margin	3.2		%	8.9		%


	Three Months Ended
Summary of cash flows:	March 31, 2022		March 31, 2021
Net cash provided (used) by operating activities	$	(226.2)	$	(65.2)
Net cash provided (used) by investing activities	(5.8)		3.2
Net cash provided (used) by financing activities	65.6		(24.9)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	1.5		(1.8)
Change in cash, cash equivalents and restricted cash	$	(164.9)	$	(88.7)


	Summarized Balance Sheets
	March 31, 2022		December 31, 2021
Total current assets	$	521.1	$	511.8
Total non-current assets	$	2,092.5	$	2,032.2

Total current liabilities	$	1,514.8	$	1,476.0
Total non-current liabilities	$	2,021.8	$	1,970.9


	Summarized Statements of Operations
	Three months ended		Year ended
	March 31, 2022		December 31, 2021
Net sales	$	225.5	$	1,038.3
Cost of sales	167.3		767.3
Selling and administrative expense	81.7		366.9
Research, development and engineering expense	9.6		35.8
Impairment of assets	38.4		—
Gain on sale of assets, net	—		(0.3)
Interest income	—		1.0
Interest expense	(36.4)		(139.7)
Foreign exchange gain (loss), net	3.0		8.3
Miscellaneous, net	15.7		100.1
Loss from continuing operations before taxes	$	(89.2)	$	(161.7)

Net (loss) income	$	(183.9)	$	(78.8)
Net (loss) income attributable to Diebold Nixdorf, Incorporated	$	(183.1)	$	(78.8)


Period	Total Number of Shares Purchased (1)	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans (2)	Maximum Number of Shares that May Yet Be Purchased Under the Plans (2)
January	21,719	$	8.89	—	2,426,177
February	367,193	$	8.48	—	2,426,177
March	1,635	$	7.27	—	2,426,177
Total	390,547	$	8.50	—




3.1(i)						Amended and Restated Articles of Incorporation of Diebold, Incorporated – incorporated by reference to Exhibit 3.1(i) to Registrant’s Annual Report on Form 10-K for the year ended December 31, 1994 (Commission File No. 1-4879)

3.1(ii)						Certificate of Amendment by Shareholders to Amended Articles of Incorporation of Diebold, Incorporated – incorporated by reference to Exhibit 3.2 to Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 1996 (Commission File No. 1-4879)

3.1(iii)						Certificate of Amendment to Amended Articles of Incorporation of Diebold, Incorporated – incorporated by reference to Exhibit 3.3 to Registrant’s Annual Report on Form 10-K for the year ended December 31, 1998 (Commission File No. 1-4879)

3.1(iv)						Certificate of Amendment to Amended Articles of Incorporation of Diebold Nixdorf, Incorporated – incorporated by reference to Exhibit 3.1(i) to Registrant’s Current Report on Form 8-K filed on December 12, 2016 (Commission File No. 1-4879)

3.1(v)						Certificate of Amendment to Amended Articles of Incorporation of Diebold Nixdorf, Incorporated, effective April 26, 2017 – incorporated by reference to Exhibit 3.5 to Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 (Commission File No. 1-4879)

3.1(vi)						Certificate of Amendment to Amended Articles of Incorporation of Diebold Nixdorf, Incorporated, effective March 9, 2022 – incorporated by reference to Exhibit 3.1(vi) to Registrant’s Annual Report on Form 10-K for the year ended December 31, 2021 (Commission File No. 1-4879)

3.2						Amended and Restated Code of Regulations – incorporated by reference to Exhibit 3.1(ii) to Registrant’s Current Report on Form 8-K filed on February 17, 2017 (Commission File No. 1-4879)

10.1						Eleventh Amendment to Credit Agreement, dated as of March 11, 2022, by and among Diebold Nixdorf, Incorporated, as borrower, the subsidiary borrowers named therein, the guarantors party thereto from time to time, JPMorgan Chase Bank, as administrative agent and other institutions named on the signature pages thereto – incorporated by reference to Exhibit 10.8(xiii) to Registrant’s Annual Report on Form 10-K for the year ended December 31, 2021 (Commission File No. 1-4879)

10.2						Offer Letter, dated February 9, 2022, by and between Diebold Nixdorf, Incorporated and Octavio Marquez – incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K filed February 10, 2022 (Commission File No. 1-4879)

10.3						Separation and Transition Agreement, dated February 9, 2022, by and between Diebold Nixdorf, Incorporated and Gerrard B. Schmid – incorporated by reference to Exhibit 10.2 (Commission File No. 1-4879)

22.1						List of Subsidiary Guarantors

31.1						Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2						Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1						Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350

32.2						Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350

101.INS						Inline XBRL Instance Document

101.SCH						Inline XBRL Taxonomy Extension Schema Document

101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document

104						Cover Page Interactive Data File (embedded within the Inline XBRL document included in Exhibit 101)