þ | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
o | TRANSITION REPORT PURSUANT TO 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| Statements of Net Assets Available for Benefits December 31, 2010 and 2009; | ||
| Statements of Changes in Net Assets Available for Benefits for the Period Ended December 31, 2010 and 2009; | ||
| Notes to Financial Statements December 31, 2010 and 2009. |
| Schedule H, Line 4i Schedule of Assets (Held at End of Year) December 31, 2010 |
-2-
Page No. | ||||
4 | ||||
UNAUDITED FINANCIAL STATEMENTS |
||||
5 | ||||
6 | ||||
7-12 | ||||
SUPPLEMENTARY SCHEDULE |
||||
13 |
-3-
-4-
2010 | 2009 | |||||||
(Unaudited) | (Unaudited) | |||||||
Investments, at fair value: |
||||||||
Participant-directed |
$ | 479,403 | $ | 386,471 | ||||
Participant loans |
36,159 | 37,145 | ||||||
Contribution receivable participant |
| 309 | ||||||
Net assets available for benefits |
$ | 515,562 | $ | 423,925 | ||||
-5-
2010 | 2009 | |||||||
(Unaudited) | (Unaudited) | |||||||
Additions: |
||||||||
Contributions |
||||||||
Participant |
$ | 47,799 | $ | 46,100 | ||||
Employer |
5,517 | 10,211 | ||||||
Total contributions |
53,316 | 56,311 | ||||||
Investment income: |
||||||||
Interest and dividends |
13,324 | 11,049 | ||||||
Net appreciation in the fair value of investments |
23,003 | 24,468 | ||||||
Interest income, participant loans |
2,359 | 3,136 | ||||||
Total additions |
92,002 | 94,964 | ||||||
Deductions: |
||||||||
Administrative expenses |
365 | 579 | ||||||
Total deductions |
365 | 579 | ||||||
Net increase during the year |
91,637 | 94,385 | ||||||
Net assets available for benefits: |
||||||||
Beginning of period |
423,925 | 329,540 | ||||||
End of period |
$ | 515,562 | $ | 423,925 | ||||
-6-
(1) | Description of the Plan | |
The following brief description of the Diebold, Incorporated 401(k) Savings Plan for Puerto Rico Associates (the Plan), provides only general information. Participants should refer to the Plan document for a more complete description of the Plans provisions. |
(a) | General | ||
Effective October 1, 2008, the Plan was established for the exclusive benefit of the employees of the Diebold, Incorporated (the Employer) who reside in Puerto Rico. The Plan is subject to certain provisions of the Employee Retirement Security Act of 1974 (ERISA). | |||
(b) | Contributions | ||
The Plan allows each participant to voluntarily contribute from one to ten percent (in one percent increments) of pre-tax compensation, but not in excess of $9,000 or such indexed maximum amounts permitted by the Puerto Rico Internal Revenue Code of 1994, as amended. Diebold provides a company matching contribution as follows: | |||
Effective April 1, 2009 | |||
For employees hired before July 1, 2003 there was no Employer Basic Matching Contribution. For employees hired on or after July 1, 2003, the Employer Basic Matching Contribution was 30 percent of a participants pre-tax contributions during each payroll period up to six percent of the participants compensation in such payroll period. | |||
Prior to April 1, 2009 | |||
For employees hired before July 1, 2003, the Employer Basic Matching Contribution was 60 percent of a participants pre-tax contributions during each payroll period up to three percent of the participants compensation in such payroll period and 40 percent of a participants pre-tax contributions on the next three percent of the participants compensation in such payroll period. | |||
For employees hired on or after July 1, 2003, the Employer Basic Matching Contribution was 100 percent of a participants pre-tax contributions during each payroll period up to three percent of the participants compensation in such payroll period and 60 percent of a participants pre-tax contributions on the next three percent of the participants compensation in such payroll period. | |||
The Employer match is set by the board of directors and is evaluated at least annually. | |||
(c) | Participants Accounts | ||
Each participant directs his or her contributions, as well as any employer matching contributions, into any of several investment funds within the Plan with a minimum investment in any fund of one percent. Participants accounts are valued on a daily basis. | |||
Prior to June 1, 2006, the Employers Basic Matching Contribution was divided between the Regular Account and the Retiree Medical Funding Account based on a predefined formula and was invested in the Diebold Company Stock Fund. Effective June 1, 2006, all Employer contributions were deposited in the Regular Account. Therefore, no further Employer contributions will be deposited into the Retiree Medical Funding Account; however, this account will be maintained for historical recordkeeping purposes. | |||
(d) | Vesting | ||
For employees hired before July 1, 2003, a participants pre-tax contributions and earnings, and the Employers contributions and earnings are immediately vested and non-forfeitable. For employees hired on or after July 1, 2003, a participants pre-tax contributions and earnings are immediately vested and non-forfeitable; however, Employer contributions and earnings are vested in accordance with the following schedule: less than three years service, zero percent; three or more years of service, 100 percent. |
-7-
(e) | Distribution of Benefits | ||
Upon termination of service with the Employer or an affiliate, a participant may elect to receive his or her total vested account balance in a lump sum payment, defer receipt until retirement date, or make a direct rollover to a qualified plan if such total account balance exceeds $5,000. If the vested account balance does not exceed $5,000, the participant may elect to receive his or her total account balance in a lump sum payment or make a direct rollover to a qualified plan. If the participant does not elect one of the noted options, the plan administrator (the Administrator) will pay the distribution in a direct rollover to the individual retirement annuity plan designated by the Administrator. The Administrator or its designee shall make such determination on a periodic basis, not less frequently than annually. For any funds invested in the Diebold Company Stock Fund, the participant may make an election to receive cash or the Employers common stock. | |||
(f) | Participant Loans | ||
Loan transactions are treated as transfers between the various funds and the Loan Fund. Under the terms of the Plan, active participants of the Plan may borrow against their total account balance except for their balance in the Retiree Medical Funding Account. The minimum amount of any loan is $1,000 and the maximum is $50,000 or 50 percent of a participants current vested balance (in $100 increments), whichever is less. Loan payments are made through equal payroll deductions over the loan period of one to five years. If a loan is not repaid when due, the loan balance is treated as a taxable distribution from the Plan. Interest charged, which is based on the prime interest rate plus one percent as of the loan effective date, is determined by the Employer and ranged from 4.25 percent to 9.25 percent at December 31, 2010 and 2009. | |||
(g) | Withdrawals | ||
A financial hardship provision is available, enabling a participant to withdraw an amount to cover an immediate financial need. | |||
(h) | Expenses | ||
All costs and expenses incident to the administration of the Plan are paid by the Administrator, or at the discretion of the Administrator, paid from the assets of the Plan, except for loan processing and administration fees associated with the Loan Fund, which are borne by the individual loan participants. | |||
(i) | Forfeited Accounts | ||
At December 31, 2010 and 2009 forfeited unvested accounts totaled $57. These accounts are used to reduce future employer contributions or administrative expenses. |
(2) | Summary of Significant Accounting Policies |
(a) | Basis of Presentation | ||
The accompanying financial statements have been prepared on an accrual basis in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). The presentation of certain prior-year information has been reclassified to conform to the current presentation. | |||
(b) | Investment Valuation | ||
The Plans investments are stated at fair value as of the last business day of the Plan year. Shares of registered investment companies are valued at quoted market prices, which represent the net asset value of shares held by the Plan at year-end. The Employer common stock is valued at its quoted market price. All purchase and sale transactions are recorded on a trade date basis. | |||
Investment contracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The Statements of Net Assets Available for Benefits presents the fair value of the investment contracts as well as the adjustment of the fully benefit-responsive |
-8-
investment contract from fair value to contract value. The Statements of Changes in Net Assets Available for Benefits is prepared on a contract value basis. |
(c) | Participant Loans | ||
Participant loans are classified as notes receivable from participants and are measured at their unpaid principal balance plus any accrued interest. | |||
(d) | Benefit Payments | ||
Benefits are recorded when paid. | |||
(e) | Use of Estimates | ||
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets available for benefits and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of changes in assets available for benefits during the reporting period. Actual results could differ from those estimates. | |||
(f) | Risks and Uncertainties | ||
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risk. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants account balances and the amounts reported in the Statements of Net Assets Available for Benefits. | |||
(g) | Recently Adopted Accounting Guidance | ||
In January 2010, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2010-06, Fair Value Measurements and Disclosure (ASU 2010-06). ASU 2010-06 updated FASB Accounting Standards Codification (ASC) 820, Fair Value Measurements (ASC 820). ASU 2010-06 requires additional disclosures about fair value measurements including transfers in and out of levels 1 and 2 and a higher level of disaggregation for the different types of financial instruments. For the reconciliation of level 3 fair value measurements, information about purchases, sales, issuances and settlements should be presented separately. The adoption of ASU 2010-06 did not have an impact on the financial statements of the Plan. | |||
In September 2010, the FASB issued ASU 2010-25, Reporting Loans to Participants by Defined Contribution Pension Plans. ASU 2010-25 changed the reporting of loans to participants. Prior to ASU 2010-25, loans to participants were reported as investments at fair value. ASU 2010-25 requires that loans to participants be reported as notes receivable from participants at the unpaid principal balance plus any accrued, but unpaid interest. The Plan adopted ASU 2010-25 in the 2010 financial statements, applied retrospectively for all periods presented. The adoption of ASU 2010-25 was not significant as the unpaid principal balance plus accrued interest of loans to participants approximated fair value. | |||
(h) | Recently Issued Accounting Guidance | ||
In May 2011, the FASB issued ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs (ASU 2011-04). ASU 2011-04 amended ASC 820, to converge the fair value measurement guidance in U.S. GAAP and International Financial Reporting Standards (IFRSs). Some of the amendments clarify the application of existing fair value measurement requirements, while other amendments change a particular principle in ASC 820. In addition, ASU 2011-04 requires additional fair value disclosures. The amendments are to be applied prospectively and are effective for annual periods beginning after December 15, 2011. Plan management is currently evaluating the effect that the provisions of ASU 2011-04 will have on the Plans financial statements. |
-9-
(3) | Investments | |
The following presents investments that represent five percent or more of the Plans assets available for benefits as of December 31: |
2010 | 2009 | |||||||||||||||
Number of | Fair | Number of | Fair | |||||||||||||
Shares/Units | Value | Shares/Units | Value | |||||||||||||
Vanguard Retirement Savings Trust |
225,921 | $ | 225,921 | 191,427 | $ | 191,427 | ||||||||||
Diebold Company Stock Fund |
7,439 | 81,977 | 6,594 | 64,555 | ||||||||||||
Loomis Sayles Bond Fund |
3,128 | 44,631 | 2,785 | 37,154 | ||||||||||||
Vanguard 500 Index Fund |
404 | 46,786 | 350 | 35,901 |
2010 | 2009 | |||||||
Balanced Funds |
$ | 3,296 | $ | 3,424 | ||||
Bond Funds |
2,900 | 7,808 | ||||||
Diebold Company Stock Fund |
8,898 | 1,232 | ||||||
Stock Funds |
7,909 | 12,004 | ||||||
$ | 23,003 | $ | 24,468 | |||||
-10-
(4) | Fair Value Measurements |
Fair Value at | Fair Value Measurements Using | |||||||||||||||
December 31, 2010 | Level 1 | Level 2 | Level 3 | |||||||||||||
Balanced Funds |
$ | 36,562 | $ | 36,562 | $ | | $ | | ||||||||
Bond Funds |
54,707 | 54,707 | | | ||||||||||||
Diebold Company Stock Fund |
81,977 | 81,977 | | | ||||||||||||
Stock Funds |
80,179 | 80,179 | | | ||||||||||||
Vanguard Retirement Savings Trust |
225,921 | | 225,921 | | ||||||||||||
Money Market Funds |
57 | | 57 | | ||||||||||||
Total |
$ | 479,403 | $ | 253,425 | $ | 225,978 | $ | | ||||||||
Fair Value at | Fair Value Measurements Using | |||||||||||||||
December 31, 2009 | Level 1 | Level 2 | Level 3 | |||||||||||||
Balanced Funds |
$ | 20,635 | $ | 20,635 | $ | | $ | | ||||||||
Bond Funds |
45,610 | 45,610 | | | ||||||||||||
Diebold Company Stock Fund |
64,555 | 64,555 | | | ||||||||||||
Stock Funds |
64,187 | 64,187 | | | ||||||||||||
Vanguard Retirement Savings Trust |
191,427 | | 191,427 | | ||||||||||||
Money Market Funds |
57 | | 57 | | ||||||||||||
Total |
$ | 386,471 | $ | 194,987 | $ | 191,484 | $ | | ||||||||
(5) | Tax Status | |
The Department of the Treasury of Puerto Rico has determined and informed the employer by a letter dated March 17, 2009, that the Plan and related trust are designed in accordance with applicable sections of the Puerto Rico Internal Revenue Code of 1994, as amended (Code). The Administrator believes that the Plan is designed and currently being operated in compliance with the applicable requirements of the Code. Therefore, no provision for income taxes has been included in the Plans financial statements. |
-11-
(6) | Plan Termination | |
Although it has not expressed any intent to do so, the Employer reserves the right at any time, by action of its Board of Directors, to terminate the Plan or discontinue contributions thereto. | ||
(7) | Party In Interest Transactions | |
The Trustee serves as the fund manager of the Vanguard 500 Index Fund, Vanguard International Growth Fund, Vanguard International Value Fund, Vanguard Prime Money Market, Vanguard PRIMECAP Fund, Vanguard Target Retirement 2005 Fund, Vanguard Target Retirement 2010 Fund, Vanguard Target Retirement 2015 Fund, Vanguard Target Retirement 2030 Fund, Vanguard Target Retirement 2035 Fund, Vanguard Target Retirement 2045 Fund, Vanguard Target Retirement 2050 Fund, Vanguard Target Retirement Income Fund, Vanguard Total Bond Market Index Fund, Vanguard U.S. Growth Fund, Vanguard Windsor II Fund, and the Vanguard Retirement Savings Trust. The Diebold Company Stock Fund is designed primarily for investment in common stock of Diebold, Incorporated. | ||
(8) | Subsequent Events | |
Effective January 1, 2011 the Company increased the Employer Basic Matching Contribution as follows: | ||
For employees hired before July 1, 2003, the Employer Basic Matching Contribution was increased to 25 percent of a participants pre-tax contributions during each payroll period up to six percent of the participants compensation in such payroll period. For employees hired on or after July 1, 2003, the Employer Basic Matching Contribution was increased to 55 percent of a participants pre-tax contributions during each payroll period up to six percent of the participants compensation in such payroll period. | ||
The Administrator has evaluated subsequent events through the date the Plan financial statements are issued. With the exception of the matching contributions noted above, there were no subsequent events that have occurred which would require adjustments to or disclosure in the Plan financial statements. |
-12-
(c) | ||||||||||||||||||||
Description of Investment | ||||||||||||||||||||
including Maturity Date, | ||||||||||||||||||||
(a) | (b) | Rate of Interest, | ||||||||||||||||||
Identity of Issue, Borrower, | Collateral, Par, or Maturity | (d) | (e) | |||||||||||||||||
Lessor, or Similar Party | Value | Shares | Cost | Current Value | ||||||||||||||||
Loomis Sayles Bond Fund |
Registered Investment Company | 3,128 | *** | $ | 44,631 | |||||||||||||||
* | Vanguard 500 Index Fund |
Registered Investment Company | 404 | *** | 46,786 | |||||||||||||||
* | Vanguard International Growth Fund |
Registered Investment Company | 22 | *** | 416 | |||||||||||||||
* | Vanguard International Value Fund |
Registered Investment Company | 15 | *** | 471 | |||||||||||||||
* | Vanguard Prime Money Market |
Registered Investment Company | 57 | *** | 57 | |||||||||||||||
* | Vanguard PRIMECAP Fund |
Registered Investment Company | 8 | *** | 499 | |||||||||||||||
* | Vanguard Target Retirement 2005 Fund |
Registered Investment Company | 8 | *** | 98 | |||||||||||||||
* | Vanguard Target Retirement 2010 Fund |
Registered Investment Company | 186 | *** | 4,155 | |||||||||||||||
* | Vanguard Target Retirement 2015 Fund |
Registered Investment Company | 324 | *** | 4,026 | |||||||||||||||
* | Vanguard Target Retirement 2030 Fund |
Registered Investment Company | 939 | *** | 20,362 | |||||||||||||||
* | Vanguard Target Retirement 2035 Fund |
Registered Investment Company | 305 | *** | 3,994 | |||||||||||||||
* | Vanguard Target Retirement 2045 Fund |
Registered Investment Company | 267 | *** | 3,604 | |||||||||||||||
* | Vanguard Target Retirement 2050 Fund |
Registered Investment Company | 7 | *** | 158 | |||||||||||||||
* | Vanguard Target Retirement Income Fund |
Registered Investment Company | 15 | *** | 165 | |||||||||||||||
* | Vanguard Total Bond Market Index Fund |
Registered Investment Company | 951 | *** | 10,076 | |||||||||||||||
* | Vanguard U.S. Growth Fund |
Registered Investment Company | 403 | *** | 7,362 | |||||||||||||||
* | Vanguard Windsor II Fund |
Registered Investment Company | 960 | *** | 24,645 | |||||||||||||||
* | Vanguard Retirement Savings Trust |
Common/ Collective Trust | 225,921 | *** | 225,921 | |||||||||||||||
* | Diebold Company Stock Fund |
Company Stock Fund | 7,439 | *** | 81,977 | |||||||||||||||
* | Participant Loans |
1 5 years; 4.25% - 9.25% | ** | 36,159 | ||||||||||||||||
$ | 515,562 | |||||||||||||||||||
* | Party-in-interest | |
** | The cost of participant loans is $0 based upon instructions for the Form 5500 Schedule H Line 4i. | |
*** | Information not required pursuant to instructions to Form 5500 for participant-directed funds. |
-13-
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN FOR PUERTO RICO ASSOCIATES |
||||
Date: June 29, 2011 | By: | /s/ Bradley C. Richardson | ||
Bradley C. Richardson | ||||
Executive Vice President and Chief Financial Officer (Principal Financial Officer) |
||||
-14-