<PAGE> 1
--------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------------------------------------------------------------------
FORM 11-K
(X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1999
OR
( ) TRANSITION REPORT PURSUANT TO 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
------ ------
Commission file number 1-4879
------
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
--------------------------------------------------------------------------------
(Full title of the plan)
Diebold, Incorporated 5995 Mayfair Road PO Box 3077
North Canton, Ohio 44720-8077
--------------------------------------------------------------------------------
(Name of issuer of the securities held by the plan and
the address of its principal executive office)
<PAGE> 2
REQUIRED INFORMATION
Audited plan financial statements and schedules prepared in accordance with the
financial reporting requirements of the Employee Retirement Income Security Act
of 1974, as amended, are filed herewith in lieu of the requirements of an
audited statement of financial condition and statement of income and changes in
plan equity.
Financial Statements and Exhibits
---------------------------------
A) The following financial statements and schedules are filed as part of this
annual report:
1) Statements of Net Assets Available for Benefits - December 31, 1999
and 1998
2) Statements of Changes in Net Assets Available for Benefits - Years
Ended December 31, 1999 and 1998
3) Notes to Financial Statements - December 31, 1999 and 1998
4) Schedule 1 - Schedule of Assets Held for Investment Purposes -
December 31, 1999
5) Schedule 2 - Schedule of Reportable Transactions - Year Ended
December 31, 1999
B) The following exhibit is filed as part of this annual report:
23. Consent of Independent Auditors
All other schedules required by the Department of Labor's Rules and Regulations
for Reporting and Disclosure under the Employee Retirement Income Security Act
of 1974 have been omitted because there is no information to report.
-2-
<PAGE> 3
INDEPENDENT AUDITORS' REPORT
The Plan Administrator and Participants
Diebold, Incorporated 401(k) Savings Plan
We have audited the accompanying statements of net assets available for benefits
of Diebold, Incorporated 401(k) Savings Plan as of December 31, 1999 and 1998,
and the related statements of changes in net assets available for benefits for
the years then ended. These financial statements are the responsibility of the
Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Diebold,
Incorporated 401(k) Savings Plan as of December 31, 1999 and 1998, and the
changes in net assets available for benefits for the years then ended in
conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. These supplemental
schedules are the responsibility of the Plan's management. The supplemental
schedules have been subjected to the auditing procedures applied in the audits
of the basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
/s/KPMG LLP
KPMG LLP
Cleveland, Ohio
June 23, 2000
-3-
<PAGE> 4
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1999 and 1998
1999 1998
------------ ------------
Assets:
Investments $193,634,788 $187,656,240
------------ ------------
Net assets available for benefits: $193,634,788 $187,656,240
============ ============
See accompanying notes to financial statements
-4-
<PAGE> 5
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1999 and 1998
1999 1998
------------ ------------
Additions:
Contributions
Participant $ 15,547,201 $ 15,562,701
Employer 8,934,418 9,201,762
Rollover 2,565,237 3,171,189
------------ ------------
Total Contributions 27,046,856 27,935,652
Registered investment funds -- 1,158,537
Interest and dividends 7,535,552 5,582,730
Net depreciation in the fair value
of investments (19,784,023) (17,552,712)
------------- -----------
(12,248,471) (10,811,445)
------------ ------------
Total additions, net 14,798,385 17,124,207
Deductions:
Withdrawals (8,819,837) (6,379,653)
------------ ------------
Excess of additions over deductions 5,978,548 10,744,554
Net assets available for benefits:
Beginning of year $187,656,240 $176,911,686
============ ============
End of year $193,634,788 $187,656,240
============ ============
See accompanying notes to financial statements
-5-
<PAGE> 6
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
(1) DESCRIPTION OF THE PLAN
The following brief description of the Diebold, Incorporated 401(k) Savings
Plan (the "Plan") provides only general information. Participants should
refer to the Plan document for a more complete description of the Plan's
provisions.
(a) GENERAL
The Board of Directors of Diebold, Incorporated (the "Employer")
established this defined contribution plan effective as of April 1,
1990. On January 1, 1999 the Diebold, Incorporated 401(k) Savings Plan
for Certain Canton Hourly Employees and the Diebold, Incorporated
Retiree Medical Funding Plan for Newark Hourly Employees were merged
into the Diebold, Incorporated 401(k) Savings Plan. The Diebold,
Incorporated 401(k) Savings Plan covers all non-bargaining unit
employees of the Employer and affiliates who have completed ninety
days of employment. The Diebold, Incorporated Retiree Medical Funding
Plan for Newark Hourly Employees covers all hourly employees of the
Employer at the Newark, Ohio facility who are represented by Local 710
of the International Union of Electrical Workers, who have completed
ninety days of employment and have attained the age of twenty-one. The
Diebold, Incorporated 401(k) Savings Plan for Certain Canton Hourly
Employees covers all employees of the Employer at the Canton Plant who
commenced active employment on or after May 1, 1992 and all employees
on layoff status from the Canton Plant as of May 1, 1992 who return to
active service from the Canton Plant on or after May 1, 1992. In
addition, Canton Plant employees must have completed ninety days of
employment and have attained the age of twenty-one. The Plan is
subject to certain provisions of the Employee Retirement Income
Security Act of 1974 (ERISA).
(b) CONTRIBUTIONS
Salary Plan
For the years ended December 31, 1999 and 1998, the Plan allowed each
participant to contribute from one to ten percent (in one percent
increments) of pre-tax compensation, but not in excess of the maximum
amount permitted by the Internal Revenue Code of 1986.
In 1999 and 1998, the Employer contributed as a Basic Matching
Contribution an amount equal to sixty cents for each dollar of a
participant's pre-tax contributions during each payroll period up to
three percent of the participant's compensation in such payroll period
and thirty cents for each dollar of a participant's pre-tax
contributions on the next three percent of the participant's
compensation in such payroll period.
At the end of any Plan Year, the Employer, at its discretion, may
determine that an Additional Matching Contribution be made for the
next succeeding Plan year. The amount of any Additional Matching
Contribution shall be determined solely by action of the Board of
Directors. An Additional Matching Contribution was made for the entire
year of 1999 and the last three quarters of 1998 such that the total
matching contribution (including the Basic Matching Contribution) was
eighty cents for each dollar of a participant's pre-tax contributions
during each payroll period up to four percent of the participant's
compensation in such payroll period and forty cents for each dollar of
a participant's pre-tax contributions on the next four percent of the
participant's compensation in such payroll period. There was not an
additional matching contribution for the corporate officers for the
last three quarters of 1999.
-6-
<PAGE> 7
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
(continued)
(b) CONTRIBUTIONS (CONTINUED)
Salary Plan (continued)
For the first quarter of 1998, an Additional Matching Contribution was
made such that the total matching contribution (including the Basic
Matching Contribution) was one dollar for each dollar of a
participant's pre-tax contributions during each payroll period up to
four percent of the participant's compensation in such payroll period
and forty cents for each dollar of a participant's pre-tax
contributions on the next four percent of the participant's
compensation in such payroll period.
Newark Plan
For the years ended December 31, 1999 and 1998, the Plan allowed each
participant to contribute from one to three percent (in one percent
increments) of pre-tax compensation, but not in excess of the maximum
amount permitted by the Internal Revenue Code of 1986.
In 1999 and 1998, the Employer contributed as a Basic Matching
Contribution an amount equal to thirty percent of participant's
pre-tax contributions during each payroll period up to three percent
of the participant's compensation in such payroll period.
Canton Hourly
For the years ended December 31, 1999 and 1998, the Plan allowed each
participant to contribute from one to three percent, in one percent
increments of pre-tax compensation, but not in excess of the maximum
amount permitted by the Internal Revenue Code of 1986.
During 1999 and 1998 respectively, the Employer contributed as a basic
matching contribution an amount equal to thirty percent of a
participant's pre-tax contributions during each payroll period up to
three percent of the participant's compensation in such payroll
period.
(c) PARTICIPANTS' ACCOUNTS
Salary Plan
As of January 1, 1992, the Employer, as the plan administrator for the
Plan, established two separate accounts for each participant, a
Regular Account and a Retiree Medical Funding Account. All participant
contributions are deposited into the Regular Account. Each participant
may direct that his or her contributions to the Regular Account be
invested in the Vanguard Mutual Funds, Vanguard Retirement Savings
Trust, Loomis Sayles Mutual Funds, Equities or any combination thereof
with the minimum investment in any fund/portfolio of one percent.
-7-
<PAGE> 8
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
(continued)
(c) PARTICIPANTS' ACCOUNTS (CONTINUED)
Salary Plan (continued)
For 1999 and 1998, the Employer's Basic Matching Contribution was
divided between the Regular Account and the Retiree Medical Funding
Account. The portion of the Employer's Basic Matching Contribution
which was equal to thirty cents for each dollar contributed by a
participant up to three percent of the participant's compensation in
such payroll period was deposited in the Retiree Medical Funding
Account. These Employer contributions were invested in the above named
funds and/or portfolios according to the participant's direction. In
1999 and 1998, any additional Matching Contribution was deposited in
the Regular Account and was invested in the Company Stock Fund.
Newark Plan
The Employer, as the Plan administrator for the Plan, established two
separate accounts for each participant, a Regular Account and a
Retiree Medical Funding Account. All participant contributions are
deposited into the Regular Account and all Employer contributions are
deposited into the Retiree Medical Funding Account. Each participant
may direct that his or her contributions to the Regular Account as
well as all Employer contributions to the Retiree Medical Funding
Account be invested in the Vanguard Mutual Funds, Vanguard Retirement
Savings Trust, Loomis Sayles Mutual Funds, Equities or any combination
thereof with the minimum investment in any fund/portfolio of one
percent.
Canton Plan
The Employer, as the plan administrator for the Plan, established two
separate accounts for each participant, a Regular Account and a
Retiree Medical Funding Account. All participant contributions are
deposited into the Regular Account. Each participant may direct that
his or her contributions to the Regular Account be invested in the
Vanguard Mutual Funds, Vanguard Retirement Savings Trust, Loomis
Sayles Mutual Funds, Equities or any combination thereof with the
minimum investment in any fund/portfolio of one percent.
The Retiree Medical Funding Account is intended to help accumulate
funds to cover medical expenses after a participant retires which are
no longer covered by an employer-sponsored plan. The employer's basic
matching contribution which is equal to thirty cents for each dollar
contributed by a participant up to three percent of the participant's
compensation in such payroll period is deposited in the Retiree
Medical Funding Account as is the employer's past service
contribution. These employer contributions are invested in the above
named funds and/or portfolios according to the investment elections
made by the participant for his or her contributions.
(d) VESTING
A participant's pre-tax contributions and earnings and the Employer's
pre-tax contributions and earnings are immediately vested and
nonforfeitable.
-8-
<PAGE> 9
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
(continued)
(e) DISTRIBUTION OF BENEFITS
Upon termination of service with the Employer or affiliate, a
participant shall receive his or her total account balance in a lump
sum payment if such total account balance does not exceed $5,000.
Otherwise, the participant may elect to receive his or her total
account balance in a lump sum payment upon termination, defer receipt
until retirement date, or make a direct rollover to a qualified plan.
A participant entitled to a distribution during the years ended
December 31, 1999 and 1998, received cash for his or her lump sum
distribution, except for funds in the Company Stock Fund for which an
election of cash or the Employer's Common Shares was made.
(f) PARTICIPANT NOTES RECEIVABLE (SALARY PLAN)
Effective April 1, 1995, the Plan was amended and the Loan Fund was
established to administer the activities of participant loans. Loan
transactions are treated as a transfer to (from) the investment fund
from (to) the Loan Fund. Under the terms of the Plan, active
participants of the Plan may borrow against their account balances.
The minimum amount of any loan is $1,000 and the maximum is $50,000 or
50% of a participant's total 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. All loans must
be repaid in full year increments. Interest charged is determined by
the Savings Plan Committee based on the prime interest rate plus one
percent as of the loan effective date.
(g) WITHDRAWALS (NEWARK AND CANTON PLAN)
A financial hardship provision is available enabling a participant to
withdraw an amount to cover an immediate and heavy financial need.
(h) PLAN MERGER
On September 30, 1998 the Griffin Technology 401(k) Plan was merged
into the Diebold, Incorporated 401(k) Savings Plan. On January 1, 1999
the Diebold, Incorporated 401(k) Savings Plan for Certain Canton
Hourly Employees and the Diebold, Incorporated Retiree Medical Funding
Plan for Newark Hourly Employees were merged into the Diebold,
Incorporated 401(k) Savings Plan.
(i) EXPENSES
All costs and expenses incident to the administration of the Plan and
the management of the trust fund are paid by the Plan administrator
except for loan processing and administration fees associated with the
Loan Fund which are borne by the individual loan participants.
-9-
<PAGE> 10
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
(continued)
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) BASIS OF PRESENTATION
The accompanying financial statements have been prepared on an accrual
basis in accordance with generally accepted accounting principles.
(b) INVESTMENT VALUATION
The Plan's investments are stated at fair value as of the last
business day of the Plan year. The fund is fully benefit-responsive,
and accordingly, investments in this fund are valued at the underlying
contract value. 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 Company stock is valued at its
quoted market price. Participant notes receivable are valued at cost
which approximates fair value. All purchases and sales transactions
are recorded on a trade date basis.
(c) USE OF ESTIMATES
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of net 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 net assets available for plan benefits
during the reporting period. Actual results could differ from those
estimates.
(3) INVESTMENTS
The following presents investments that represent 5 percent or more of the
Plan's net Assets:
1999 1998
----------- -----------
Vanguard Index 500 Portfolio $37,879,571 $28,959,437
Vanguard Total Bond Fund 11,001,951 11,260,947
Vanguard US Growth 44,872,348 34,996,733
Vanguard Retirement Savings Trust 12,711,043 10,518,796
Diebold Company Stock 66,537,527 86,528,289
During 1999, the Plan's investment (including gains and losses on
investments bought and sold, as well as held during the year) depreciated
in value by $19,784,023, as follows:
Mutual funds $ 10,326,688
Common Stock (30,110,711)
------------
$(19,784,023)
============
-10-
<PAGE> 11
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
(continued)
(4) FEDERAL INCOME TAXES
The Internal Revenue Service has determined and informed the Company by a
letter dated November 19, 1992, that the Plan and related trust are
designed in accordance with applicable sections of the Internal Revenue
Code (IRC). Although the Plan has been amended since receiving the
determination letter, the plan administrator and the Plan's tax council
believe that the Plan is designed and is currently being operated in
compliance with applicable requirements of the IRC.
(5) 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.
-11-
<PAGE> 12
Schedule 1
----------
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1999
EIN: 34-0183970
Plan Number: 012
<TABLE>
<CAPTION>
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E
-------- -------- -------- -------- --------
Description of Investment including
Identity of Issue, Borrower, Lessor, Maturity Date, Rate of Interest,
or Similar Party Collateral, Par, or Maturity Value Cost Current Value
---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Loomis Sayles Bond Registered Investment Company $ 496,718 $ 477,624
Loomis Sayles Small Cap Value Registered Investment Company 705,372 748,368
Vanguard 500 Index Fund Registered Investment Company 30,296,032 37,879,571
Vanguard International Growth Fund Registered Investment Company 2,716,055 3,233,624
Vanguard PRIMECAP Fund Registered Investment Company 3,427,426 3,855,898
Vanguard Total Bond Market Index Registered Investment Company 11,652,706 11,001,951
Vanguard U.S. Growth Registered Investment Company 37,396,191 44,872,348
Vanguard Windsor II Fund Registered Investment Company 10,674,652 8,673,235
Vanguard Retirement Savings Trust Common/ Collective Trust 12,711,043 12,711,043
* Diebold Company Stock Company Stock Fund 68,500,706 66,537,527
* Participant Loans 9.25% - 12% -- 3,643,599
---------------------------------------
$178,576,901 $193,634,788
=======================================
</TABLE>
* Party-in-interest
NOTE: The cost of participant loans is $0 based upon instructions for the Form
5500 Line 27a.
See accompanying independent auditors' report.
-12-
<PAGE> 13
Schedule 2
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
Schedule of Reportable (5%) Transactions
Year ended December 31, 1999
Ein: 34-0183970
Plan Number: 012
Series transactions, when aggregated, involving an amount in excess of 5 percent
of the current value of Plan assets:
<TABLE>
<CAPTION>
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E COLUMN F COLUMN G COLUMN H COLUMN I
-------- -------- -------- -------- --------- -------- -------- -------- --------
Current
Description of Assets Expense Value of
(include interest rate and Incurred Historical Asset on Net
Identity of Party maturity in the case of a Purchase Selling Lease with Cost of Transaction Gain
Involved loan) Price Price Expense Transactions Asset Date (Loss)
-----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
The Vanguard Group Vanguard 500 Index Fund $ 7,018,155 $ -- $ -- $ -- $ -- $ 7,018,155 $ --
The Vanguard Group Vanguard 500 Index Fund -- 4,131,811 -- -- 3,656,640 4,131,811 475,171
The Vanguard Group Vanguard U.S. Growth 8,624,557 -- -- -- -- 8,624,557 --
The Vanguard Group Vanguard U.S. Growth -- 4,985,384 -- -- 4,561,151 4,985,384 424,233
Diebold, Inc. Diebold Company Stock 17,943,843 -- -- -- -- 17,943,843 --
Diebold, Inc. Diebold Company Stock -- 8,237,044 -- -- 7,523,695 8,237,044 713,349
</TABLE>
See accompanying independent auditors' report.
-13-
<PAGE> 14
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
DIEBOLD, INCORPORATED 401(k) SAVINGS PLAN
-----------------------------------------
(Name of Plan)
Date: June 26, 2000 By: /s/ Gregory T. Geswein
-------------- --------------------------
Gregory T. Geswein
Senior Vice President and
Chief Financial Officer
(Principal Accounting and
Financial Officer)
-14-
<PAGE> 15
DIEBOLD, INCORPORATED
FORM 11-K
INDEX TO EXHIBITS
EXHIBIT NO. PAGE NO.
----------- --------
23. Consent of Independent Auditors 16
-15-