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DIEBOLD NIXDORF, Inc (DBD)

CIK: 0000028823. SIC: 3578 Calculating & Accounting Machines (No Electronic Computers). Latest 10-K as of: 2026-02-12.

SIC breadcrumb: Manufacturing > Industrial And Commercial Machinery And Computer Equipment > SIC 3578 Calculating & Accounting Machines (No Electronic Computers)

SEC company page: https://www.sec.gov/edgar/browse/?CIK=28823. Latest filing source: 0000028823-26-000008.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue3,805,700,000USD20252026-02-12
Net income94,600,000USD20252026-02-12
Assets3,854,400,000USD20252026-02-12

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-12. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000028823.json. Derived margins are computed from the extracted annual SEC facts.

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Missing metrics are omitted rather than fabricated.

Metric20122013201420152016201720182019202020212022202320242025
Revenue3,316,300,0004,609,300,0004,578,600,0004,408,700,0003,902,300,0003,905,200,0003,460,700,0003,751,100,0003,805,700,000
Net income73,700,000-41,600,000-241,500,000-531,400,000-341,300,000-269,100,000-78,800,000-581,400,000-16,500,00094,600,000
Operating income58,600,000-169,800,000-93,500,000-325,600,000-26,600,00024,000,000137,100,000-211,700,000182,100,000242,000,000
Gross profit652,000,000711,700,000999,800,000898,800,0001,067,100,0001,035,000,0001,043,400,000757,300,000920,000,000961,200,000
Diluted EPS1.761.12-0.60-3.20-7.48-3.47-1.01-7.36-0.442.54
Assets5,270,300,0005,222,000,0004,280,500,0003,790,600,0003,657,400,0003,507,200,0003,065,000,0004,162,000,0003,543,500,0003,854,400,000
Liabilities4,436,100,0003,082,800,0002,605,300,0002,749,600,000
Stockholders' equity591,400,000445,500,000-149,700,000-530,300,000-827,100,000-845,100,000-1,380,900,0001,063,800,000929,800,0001,099,900,000
Cash and cash equivalents369,000,000231,300,000326,100,000313,600,000652,700,000535,200,000307,400,000550,200,000296,200,000368,900,000
Net margin-1.25%-5.24%-11.61%-7.74%-6.90%-2.02%-16.80%-0.44%2.49%
Operating margin-5.12%-2.03%-7.11%-0.60%0.62%3.51%-6.12%4.85%6.36%

Financial Charts

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-04-30. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000028823.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2018-Q22018-06-30-1.82reported discrete quarter
2018-Q32018-09-30-2.79reported discrete quarter
2019-Q12019-03-31-1.74reported discrete quarter
2019-Q22019-06-30-0.66reported discrete quarter
2019-Q32019-09-30-0.46reported discrete quarter
2022-Q42022-12-31968,800,000-149,300,000derived Q4 = FY annual - nine-month YTD
2023-Q12023-03-31858,100,000-111,100,000reported discrete quarter
2023-Q22023-06-30922,200,000-677,100,000reported discrete quarter
2024-Q12024-03-31895,400,000-14,600,000-0.39reported discrete quarter
2024-Q22024-06-30939,700,00014,900,0000.40reported discrete quarter
2024-Q32024-09-30927,100,000-22,400,000-0.60reported discrete quarter
2024-Q42024-12-31988,900,0005,600,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-31841,100,000-8,300,000-0.22reported discrete quarter
2025-Q22025-06-30915,200,00012,200,0000.33reported discrete quarter
2025-Q32025-09-30945,200,00041,100,0001.11reported discrete quarter
2025-Q42025-12-311,104,200,00049,600,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-31891,800,0005,000,0000.14reported discrete quarter

Quarterly Charts

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0000028823-26-000021.

Extracted from a later financial-section MD&A body after Item 2 boundaries were low-confidence. Confidence: high. Filing date: 2026-04-30. Report date: 2026-03-31.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Overview. Management’s discussion and analysis of financial condition and results of operations should be read in conjunction with the condensed consolidated financial statements and accompanying notes that appear within this Quarterly Report on Form 10-Q. Unless otherwise stated, U.S. dollar amounts within this Quarterly Report on Form 10-Q are listed in millions.

Introduction. Diebold Nixdorf, Incorporated (collectively with its subsidiaries, the Company) automates, digitizes and transforms the way people bank and shop. As a leading global technology and services partner to many of the world’s top financial institutions and retailers, our integrated solutions connect digital and physical channels for consumers conveniently, securely and efficiently. The Company has a presence in more than 100 countries with approximately 20,000 employees worldwide.

Strategy. The Company seeks to continually enhance the consumer's journey at bank and retail locations while simultaneously streamlining cost structures and business processes through the smart integration of hardware, software and services. The Company partners with other leading technology companies and regularly refines its research and development (R&D) spend to continually improve and tailor needed solutions that support a better transaction experience for consumers.

Business Drivers. The Company's operating model is based upon product sales and its service contract base. Business drivers of the Company's future performance include, but are not limited to: demand for self-service and automation from Banking and Retail customers driven by the evolution of consumer behavior; demand for cost efficiencies and better usage of real estate for bank branches and retail stores as they transform their businesses to meet the needs of their customers while facing macro-economic challenges; demand for services on assets such as ATMs, POS and SCO, including managed services and professional services; timing of product upgrades and/or replacement cycles for ATMs, POS and SCO; demand for software products and professional services; demand for security products and services for the financial, retail and commercial sectors; and demand for innovative technology in connection with the Company's strategy.

Results of Operations. The following discussion of the Company’s financial condition and results of operations provides information that will assist in understanding the financial statements and the changes in certain key items in those financial statements. The following discussion should be read in conjunction with the condensed consolidated financial statements and the accompanying notes that appear elsewhere in this Quarterly Report on Form 10-Q.

Three months ended March 31,

Net Sales

2026

2025

$ Change

% Change

Banking

Services

$

391.1 

$

382.2 

$

8.9 

2.3 

Products

233.1 

247.3 

(14.2)

(5.7)

Total Banking

624.2 

629.5 

(5.3)

(0.8)

Retail

Services

145.7 

126.3 

19.4 

15.4 

Products

121.9 

85.3 

36.6 

42.9 

Total Retail

267.6 

211.6 

56.0 

26.5 

Total net sales

$

891.8 

$

841.1 

$

50.7 

6.0 

 The Company calculates constant currency by translating the prior-year period results at the current year exchange rate.

Three months ended March 31, 2026 compared with three months ended March 31, 2025. Net sales increased $50.7, driven by net favorable currency impact of 6.4% and stronger electronic point of sale business, partially offset by lower Banking product volumes as a result of timing. Banking net sales declined by $5.3, primarily due lower volume in Europe, partially offset by net favorable currency impact of 5.0% and higher pricing. Banking net sales represented 70.0% and 74.8% of total net sales for the three months ended March 31, 2026 and 2025, respectively. Retail net sales increased $56.0, primarily due to increased products net sales driven by stronger electronic point of sale business and a net favorable currency impact of 11.1%. Retail net sales represented 30.0% and 25.2% of total net sales for the three months ended March 31, 2026 and 2025, respectively.

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Three months ended March 31,

Gross Margin

2026

2025

$ Change

% Change

Gross profit – services

$

120.7 

$

117.2 

$

3.5 

3.0 

Gross profit – products

92.4 

85.2 

7.2 

8.5 

Total gross profit

$

213.1 

$

202.4 

$

10.7 

5.3 

Gross margin – services

22.5 

%

23.0 

%

Gross margin – products

26.0 

%

25.6 

%

Total gross margin

23.9 

%

24.1 

%

Services gross margin decreased 50 basis points in the three months ended March 31, 2026, primarily due to unfavorable software services customer delivery mix compared to the same period in the prior year and continued investments in our non-software service organization capabilities. Product gross margin increased 40 basis points in the three months ended March 31, 2026 primarily due to favorable geographic mix of ATM machines sold in the period as well as improved pricing.    

Three months ended March 31,

Operating Expenses

2026

2025

$ Change

% Change

Selling and administrative expense

$

157.2 

$

151.8 

$

5.4 

3.6 

Research, development and engineering expense

22.1 

22.7 

(0.6)

(2.6)

Other operating expense (income)

1.1 

(1.7)

2.8 

N/M

Total operating expenses

$

180.4 

$

172.8 

$

7.6 

4.4 

Percent of net sales

20.2 

%

20.5 

%

Selling and administrative expense increased $5.4, or 3.6% in the three months ended March 31, 2026 compared to the corresponding period in 2025 primarily due to transformation costs related to continuous improvement initiatives. Research and development costs reflect the Company's ongoing investment in hardware and software innovations and enhancements in service offerings.

Three months ended March 31,

Other Income (Expense)

2026

2025

$ Change

% Change

Interest income

$

2.9 

$

1.5 

$

1.4 

93.3 

Interest expense

(23.3)

(21.5)

(1.8)

(8.4)

Foreign exchange, net

(2.4)

(18.5)

16.1 

87.0 

Miscellaneous, net

2.5 

1.5 

1.0 

66.7 

Other income (expense), net

$

(20.3)

$

(37.0)

$

16.7 

45.1 

Foreign exchange, net includes realized gains and losses, primarily related to the unfavorable impact of a strengthening Brazilian real against the U.S. dollar and a broader weakening of the U.S. dollar, mitigated by the Company's derivative instruments during the three months ended March 31, 2026. Refer to Note 12 to our condensed consolidated financial statements for additional information regarding derivative instruments not designated as hedges.

Three months ended March 31,

Net Income

2026

2025

$ Change

% Change

Income tax expense (benefit)

$

5.7 

$

(2.2)

$

7.9 

N/M

Net income (loss)

$

5.5 

$

(7.5)

$

13.0 

N/M

Effective tax rate

46.0 

%

29.7 

%

Changes in net income were a result of the fluctuations outlined above. The changes in net income were also impacted by an increase in income tax expense for the three months ended March 31, 2026 compared with the prior year period. The effective tax rate was higher in 2026 primarily due to (i) decreased interest expense deductibility and (ii) non-recurring discrete tax expense in 2025, which reduced the tax benefit for the period. Refer to Note 8 to our condensed consolidated financial statements for additional information regarding tax expense.

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Table of Contents

Liquidity and Capital Resources.

Liquidity Policy. We maintain a strong focus on liquidity and define our liquidity risk tolerance based on sources and uses to maintain a sufficient liquidity position to meet our business needs and financial obligations under both normal and stressed conditions. We believe that our consolidated liquidity and availability under the Revolving Credit Facility (as defined below) will be sufficient to meet our liquidity needs.

The Company is committed to maintaining and over time improving our credit ratings through a disciplined capital allocation strategy. We intend to return a portion of our free cash flow to stockholders through share repurchases. We expect that any acquisition or other investments will be pursued in a disciplined way and focused on those that offer strategic, operational and financial synergies.

Revolving Credit Facility. On December 18, 2024, the Company entered into a credit agreement (Credit Agreement) with certain financial institutions, providing for, among other things, a $310.0 revolving credit facility maturing on December 18, 2029 (Revolving Credit Facility). Refer to Note 7 to the consolidated financial statements for further details regarding the Revolving Credit Facility.

Credit Ratings and Conditions. The cost and availability of debt financing is influenced by our credit ratings. Moody's Investors Service (Moody's) and Standard and Poor's Global Ratings (S&P) currently issue ratings on our short- and long-term debt. On April 23, 2026, Fitch Ratings published its initial rating of BB-, with a stable outlook. Our ratings may be subject to a revision or withdrawal at any time by the assigning rating organization, and each rating should be evaluated independently of any other rating.

Moody's

S&P

Fitch

Outlook

Stable

Stable

Stable

Long-term

B1

B+

BB-

We believe that cash from operations plus available borrowing capacity under our Revolving Credit Facility, our current cash balance, and short-term investments are adequate to support operating requirements, capital expenditures and any share repurchases for at least the next 12 months and the foreseeable future thereafter. As of March 31, 2026 and December 31, 2025, we had no borrowings outstanding under the $310.0 Revolving Credit Facility, $24.3 of outstanding letters of credit and available borrowing capacity of $285.7.

March 31, 2026

December 31, 2025

Cash, cash equivalents and restricted cash

$

373.6 

$

387.3 

Short-term investments

— 

29.1 

Revolving credit facility

310.0 

310.0 

Total

$

683.6 

$

726.4 

The following table summarizes the results of the Company's Statement of Cash Flows:

Three months ended March 31,

Summary of cash flows:

2026

2025

Net cash provided by operating activities

$

31.7 

$

15.7 

Net cash provided by investing activities

20.2 

— 

Net cash used by financing activities

(62.2)

(12.8)

Effect of exchange rate changes on cash, cash equivalents and restricted cash

(3.4)

6.0 

Change in cash, cash equivalents and restricted cash

$

(13.7)

$

8.9 

Operating Activities. Cash flows from operating activities can fluctuate significantly from period to period as working capital needs and the timing of payments impact reported cash flows. Cash flows from operating activities during the three months ended March 31, 2026 were driven by cash provided by trade receivables, accounts payable, and deferred revenue and cash used for inventories. The key drivers of these cash flows were increased deferred revenues from annual billings, reduced supplier payments, and increased collections. Cash flows from operating activities during the three months ended March 31, 2025 were driven by cash provided by trade receivables and cash uses for inventories, accounts payable, and deferred revenue. The key drivers of these cash flows are increased collections and supplier payments.

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Table of Contents

Investing Activities. Cash flows from investing activities during the three months ended March 31, 2026 and 2025 were driven by the sale of short-term investments partially offset by investments in internally developed software and fixed assets.

Financing Activities. Cash flows used by financing activities during the three months ended March 31, 2026 and 2025 were primarily driven by the Company's repurchase of common shares.

Share Repurchase. On November 5, 2025, we announced that our Board had approved a new $200.0 share repurchase program for the purchase of our commo

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted from a later financial-section MD&A body after the formal Item 7 span was a short reference. Confidence: high. Filing date: 2026-02-12. Report date: 2025-12-31.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

OVERVIEW. Management’s discussion and analysis of financial condition and results of operations should be read in conjunction with the consolidated financial statements and accompanying notes that appear within this annual report on Form 10-K.

Business Drivers. The Company's operating model is based upon product sales and service contract base. Business drivers of the Company's future performance include, but are not limited to: demand for self-service and automation from Banking and Retail customers driven by the evolution of consumer behavior; demand for cost efficiencies and better usage of real estate for bank branches and retail stores as they transform their businesses to meet the needs of their customers while facing macro-economic challenges; demand for services on distributed IT assets such as ATMs, POS and SCO, including managed services and professional services; timing of product upgrades and/or replacement cycles for ATMs, POS and SCO; demand for software products and professional services; demand for security products and services for the financial, retail and commercial sectors; and demand for innovative technology in connection with the Company's strategy.

RESULTS OF OPERATIONS. This Results of Operations focuses on discussion of 2025 and 2024 results.

Total Net Sales

Years ended December 31,

2025

2024

$ Change

% Change

Services

$

1,608.6 

$

1,587.4 

$

21.2 

1.3 

%

Products

1,188.4 

1,175.4 

13.0 

1.1 

%

Total Banking

2,797.0 

2,762.8 

34.2 

1.2 

%

Services

560.3 

563.0 

(2.7)

(0.5)

%

Products

448.4 

425.3 

23.1 

5.4 

%

Total Retail

1,008.7 

988.3 

20.4 

2.1 

%

Total Net Sales

$

3,805.7 

$

3,751.1 

$

54.6 

1.5 

%

Banking net sales increased $34.2 or 1.2%, driven by a net favorable currency impact, favorable cash recycler product mix and increased pricing. Banking net sales represented 73.5% and 73.7% of total net sales for the years ended December 31, 2025 and 2024, respectively. Retail net sales increased $20.4 or 2.1%, driven by a net favorable currency impact and higher product volumes associated with second half demand turnaround, offset by temporary IT‑related disruptions at certain large customers, which reduced service activity and delayed scheduled work during the year. Retail net sales represented 26.5% and 26.3% of total net sales for the years ended December 31, 2025 and 2024, respectively.

Gross Margin

Years ended December 31,

2025

2024

$ Change

% Change

Gross profit - services

$

520.4 

$

533.5 

$

(13.1)

(2.5)

%

Gross profit - products

440.8 

386.5 

54.3 

14.0 

%

Total gross profit

$

961.2 

$

920.0 

$

41.2 

4.5 

%

Gross margin - services

24.0 

%

24.8 

%

Gross margin - products

26.9 

%

24.1 

%

Total gross margin

25.3 

%

24.5 

%

Service gross margin decreased 80 basis points primarily due to operational cost pressures and other investments associated with business expansion, including an enhanced service tool platform for technicians and a centralized state of the art repair center. Product margin increased 280 basis points primarily due to favorable geographic and product mix, as well as improved pricing.

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Table of Contents

Operating Expenses

Years ended December 31,

2025

2024

$ Change

% Change

Selling and administrative expense

$

632.5 

$

643.6 

$

(11.1)

(1.7)

%

Research, development and engineering expense

86.7 

93.6 

(6.9)

(7.4)

%

Impairment of assets and other

— 

0.7 

(0.7)

(100.0)

%

Total operating expenses

$

719.2 

$

737.9 

$

(18.7)

(2.5)

%

Percent of net sales

18.9 

%

19.7 

%

Selling and administrative expense decreased $11.1 or 1.7% due to lower spending related to restructuring activities and lower transformation costs related to continuous improvement initiatives. Research and development costs reflect the Company's ongoing investment in hardware and software innovations and enhancements in service offerings.

Other Income (Expense)

Years ended December 31,

2025

2024

$ Change

% Change

Interest income

$

8.9 

$

12.3 

$

(3.4)

(27.6)

%

Interest expense

(85.7)

(155.3)

69.6 

44.8 

%

Foreign exchange gain (loss), net

(44.1)

13.8 

(57.9)

N/M

Miscellaneous, net

4.0 

1.5 

2.5 

N/M

Loss on refinancing

— 

(7.1)

7.1 

100.0 

%

Total other income (expense), net

$

(116.9)

$

(134.8)

$

17.9 

13.3 

%

Interest expense decreased $69.6, or 44.8% due to the refinancing of the Company's debt completed on December 18, 2024. Foreign exchange gain (loss), net includes realized and unrealized gains and losses, primarily related to the unfavorable impact of a strengthening Brazilian real and Euro against the U.S. dollar and a broader weakening of the U.S. dollar, partially mitigated by the Company's derivative program initiated in July 2025. Refer to Note 15 to the consolidated financial statements for additional information regarding derivative instruments not designated as hedges.

Net Income

Years ended December 31,

2025

2024

$ Change

% Change

Income tax expense

$

24.1 

$

64.3 

$

(40.2)

(62.5)

%

Net income (loss)

$

97.5 

$

(14.5)

$

112.0 

N/M

Effective tax rate

19.3 

%

135.9 

%

Changes in net income were a result of the fluctuations outlined in the previous sections. The change in net income is also impacted by a decrease in income tax expense. The effective tax rate is significantly lower in 2025 primarily due to (i) release of $21.4 of valuation allowances in Canada and Mexico, (ii) net changes of $13.6 to unrecognized tax benefits in 2025 and (iii) $18.7 write-down of deferred tax liabilities due to German tax rate reduction, all in 2025. Refer to Note 5 to the consolidated financial statements for additional information regarding tax expense.

For discussion of 2024 Successor results and 2023 Successor and Predecessor results, see Management’s Discussion and Analysis of Financial Condition and Results of Operations within our annual report on Form 10-K for the year ended December 31, 2024 filed with the SEC on February 25, 2025. See “— Critical Accounting Policies and Estimates – Fresh Start Accounting” for a discussion of “Successor” and “Predecessor” results.

LIQUIDITY AND CAPITAL RESOURCES.

Liquidity Policy. We maintain a strong focus on liquidity and define our liquidity risk tolerance based on sources and uses to maintain a sufficient liquidity position to meet our business needs and financial obligations under both normal and stressed conditions. We believe that our consolidated liquidity and availability under our revolving credit facilities will be sufficient to meet our liquidity needs.

The Company is committed to maintaining and over time improving our credit ratings through a disciplined capital allocation strategy. We intend to return a portion of our free cash flow to stockholders through share repurchases. Merger and acquisition investments will be pursued in a disciplined way and focused on those that offer strategic, operational and financial synergies.

Revolving Credit Facility. On December 18, 2024, the Company entered into a credit agreement (Credit Agreement) with certain financial institutions as lenders and Goldman Sachs Bank USA as administrative agent and collateral agent, providing for, among other things, a new $310.0 revolving credit facility maturing on December 18, 2029 (Revolving Credit Facility).

Borrowings under the Revolving Credit Facility bear interest at an adjusted secured overnight financing rate plus a margin of 2.75% to 3.50% per annum or an adjusted base rate plus a margin of 1.75% to 2.50% per annum, in each case based on the consolidated first lien debt ratio

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of the Company and its restricted subsidiaries. The Company may repay the loans under the Revolving Credit Facility at any time. Amounts borrowed and repaid under the Revolving Credit Facility may be reborrowed. Refer to Note 11 to the consolidated financial statements for further details regarding the Revolving Credit Facility.

Credit Ratings and Conditions. The cost and availability of debt financing is influenced by our credit ratings. Moody's Investors Service (Moody's) and Standard and Poor's Global Ratings (S&P) currently issue ratings on our short- and long-term debt. On September 18, 2025, S&P raised our issuer rating to "B+" from "B" and assigned a stable outlook. On December 16, 2025, Moody's revised our rating from "B2" to "B1" with a stable outlook. Our ratings may be subject to a revision or withdrawal at any time by the assigning rating organization, and each rating should be evaluated independently of any other rating.

Moody's

S&P

Outlook

Stable

Stable

Long-term

B1

B+

On December 18, 2024, the Company issued $950.0 aggregate principal amount of 7.75% Senior Secured Notes due 2030 (Notes). The Company used the net proceeds of the Notes, together with borrowings under the Revolving Credit Facility and cash on hand, to (i) repurchase all of the term loans outstanding under senior secured term loan facility that we entered into in connection with our emergence from bankruptcy on August 12, 2023 (Exit Facility), (ii) repay all of the borrowings outstanding under prior revolving credit facility, and (iii) pay off all related premiums, fees and expenses. Refer to Note 11 to the consolidated financial statements for further details regarding the Notes.

We believe that cash from operations plus available borrowing capacity under our Revolving Credit Facility, our current cash balance, and short-term investments are adequate to support operating requirements, capital expenditures and any share repurchases for at least the next 12 months and the foreseeable future thereafter. As of December 31, 2025 and 2024, we had no borrowings outstanding under the $310.0 Revolving Credit Facility, $24.3 and $21.9, respectively, of outstanding letters of credit and available borrowing capacity of $285.7 and $288.1, respectively.

2025

2024

Cash, cash equivalents and restricted cash

$

387.3 

$

311.3 

Short-term investments

29.1 

16.9 

Total cash, cash equivalents, restricted cash and short-term investments

416.4 

328.2 

Revolving credit facility

310.0 

310.0 

Total

$

726.4 

$

638.2 

Years ended December 31,

Summary of cash flows:

2025

2024

Net cash provided by operating activities

$

300.7 

$

149.2 

Net cash used by investing activities

(97.6)

(45.5)

Net cash used by financing activities

(143.9)

(366.5)

Effect of exchange rate changes on cash and cash equivalents

16.8 

(18.2)

Change in cash, cash equivalents and restricted cash

$

76.0 

$

(281.0)

Operating Activities. Cash flows from operating activities during 2025 were driven by cash provided by trade receivables, income taxes, and inventories, offset by uses for accounts payable, deferred revenue, and other current liabilities. Cash flows from operating activities during 2024 were driven by cash provided by trade receivables, income taxes, accrued salaries, wages, and commissions, and inventories, offset by uses for accounts payable, deferred revenue, and prepaid expenses. The key drivers of these cash flows are timing of sales, collections, and vendor payments which can fluctuate significantly period to period.

Investing Activities. Cash flows used by investing activities during 2025 were driven by $24.5 of investments in multi-vendor capabilities and premium service offering in North America and other strategic business investments to enhance our solutions portfolio, capital expenditures, and internally developed software, partially offset by the sale of short term investments. Cash flows from investing activities during 2024 were driven by capital expenditures of $17.4 and internally developed software of $23.0.

The Company anticipates total capital expenditures and capitalized software development costs of approximately $68 in 2026 to be utilized for improvements to the Company's product line and investments in its infrastructure. The Company intends to finance these investments with funds provided by income generated by the business and, if necessary, borrowings under the Revolving Credit Facility.

Financing Activities. Cash flows from financing activities during 2025 were primarily driven by the Company's repurchase of common shares. Cash flows from financing activities during 2024 primarily relate to the repayment of the Exit Facility.

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Share Repurchase Program. On February 12, 2025, we announced that our Board had approved a $100.0 share repurchase program for the purchase of our common stock, which was completed in the fourth quarter of 2025. On November 5, 2025, we announced that our Board had approved a new $200.0 share repurchase program for the purchase of our common stock. During the year ended December 31, 2025, the Company repurchased 2,307,275 shares for $128.0 in aggregate. Under the share repurchase program, shares may be repurchased in the open market, or otherwise, including under accelerated share repurchase programs, or under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (Exchange Act). The specific timing, price, and size of purchases will depend on prevailing stock prices, general market and economic conditions, and other considerations. The program may be extended, suspended, or discontinued at any time without prior notice and does not obligate us to acquire any particular amount of common stock.

Contractual and Other Obligations. We have certain contractual obligations and commitments for general operating purposes. Refer to Note 11 to the consolidated financial statements for scheduled maturities and interest rates of our long-term debt. The Company's leases support global staff via the use of office space, warehouses, vehicles and IT equipment and are discussed in additional detail within Notes 7 and 14 to the consolidated financial statements. Changes in our business needs, fluctuating interest rates, and other factors may result in actual payments differing from our estimates. We cannot provide certainty regarding the timing and amounts of these payments or our ability to refinance outstanding debt on favorable terms or at all. The Company’s material cash obligations include the following contractual and other obligations as of December 31, 2025:

Payment due by period

Total

Less than 1 year

1-3 years

3-5 years

More than 5 years

Debt(1)

$

950.0 

$

— 

$

— 

$

950.0 

$

— 

Interest on debt(2)

331.3 

73.6 

147.3 

110.4 

— 

Minimum operating lease obligations

165.5 

60.5 

71.5 

20.4 

13.1 

Minimum finance lease obligations

34.8 

7.9 

11.5 

5.3 

10.1 

Total

$

1,481.6 

$

142.0 

$

230.3 

$

1,086.1 

$

23.2 

(1)Amounts related to non-current finance lease liabilities are included in Minimum finance lease obligations.

(2)Amounts represent estimated contractual interest payments on outstanding long-term debt. Rates in effect as of December 31, 2025 are used for variable rate debt.

In addition to the general operating items above, the Company provides eligible employees with benefits pursuant to the pension and postretirement plans further described in Note 13 to the consolidated financial statements. Future contributions and disbursements related to the plans are dependent upon a number of factors, including the funded status of the plans.

Off-Balance Sheet Arrangements. The Company enters into various arrangements not recognized in the consolidated statement of financial position that have or could have an effect on its financial condition, results of operations, liquidity, capital expenditures or capital resources. The principal off-balance sheet arrangements that the Company enters into are guarantees. The Company provides its global operations guarantees and standby letters of credit through various financial institutions to suppliers, customers, regulatory agencies and insurance providers when applicable. If the Company is not able to comply with its contractual obligations, the suppliers, regulatory agencies and insurance providers may draw on the pertinent bank.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES. Management’s discussion and analysis of the Company’s financial condition and results of operations are based upon the Company’s consolidated financial statements. The consolidated financial statements of the Company are prepared in conformity with generally accepted accounting principles in the United States (U.S. GAAP). Refer to Note 1 to the consolidated financial statements for further information on the use of estimates and assumptions.

The Company’s significant accounting policies are described in Note 1 to the consolidated financial statements, which is contained in the Financial Statements and Supplementary Data of this annual report on Form 10-K. Management believes that, of its significant accounting policies, its policies concerning Fresh Start Accounting, revenue recognition, inventory reserves, long-lived assets, taxes on income, and pensions and post-retirement benefits are the most critical because they are affected significantly by judgments, assumptions and estimates. Additional information regarding these policies is included below.

Fresh Start Accounting. In accordance with ASC 852, we applied Fresh Start Accounting upon emergence from the Restructuring Proceedings, at which point we became a new entity for financial reporting. References to “Predecessor” relate to the consolidated statements of earnings (loss) for the period from January 1, 2023 through and including the adjustments from the application of Fresh Start Accounting on August 11, 2023. References to “Successor” relate to the consolidated statement of financial position of the reorganized Company as of December 31, 2025 and December 31, 2025 and consolidated statements of earnings (loss) for twelve months ended December 31, 2025, December 31, 2024 and the period from August 12, 2023 through December 31, 2023 and are not comparable to the consolidated financial statements of the Predecessor. The Company’s financial results for future periods following the application of Fresh Start Accounting will be different from historical trends and the differences may be material.

Revenue Recognition. The Company enters into contracts to sell our products and services, which may be sold separately or bundled with other products and services. As a result, interpretation and judgment are sometimes required to determine the appropriate accounting for these transactions, including: (i) whether performance obligations are considered distinct that should be accounted for separately versus together, how the price should be allocated among the performance obligations, and when to recognize revenue for each performance obligation; (ii) developing an estimate of the stand-alone selling price of each distinct performance obligation; and (iii) estimating and accounting for variable consideration, including rights of return, rebates, expected penalties or other price concessions as a reduction of the

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transaction price. Changes in judgments with respect to these assumptions and estimates could impact the timing or amount of revenue recognition. Refer to Note 17 to the consolidated financial statements for our accounting estimates and assumptions related to revenue.

Inventory Valuation. At each reporting period, the Company identifies and writes down its excess and obsolete inventories to net realizable value based on usage forecasts, order volume and inventory aging. With the development of new products, the Company also rationalizes its product offerings and will write-down discontinued product to the lower of cost or net realizable value when applicable.

Valuation of Long-lived Assets and Amortizable Other Intangible Assets. The Company performs quarterly reviews to assess for impairment triggers. The Company considers the likelihood of impairment if certain events occur indicating that the carrying value of the long-lived assets may be impaired and we may recognize impairment if the carrying amount of a long-lived asset or intangible asset is not recoverable from its undiscounted cash flows. Impairment is measured as the difference between the carrying amount and the fair value of the asset. We use both the income approach and market approach to estimate fair value. Our estimates of fair value are subject to a high degree of judgment.

Taxes on Income. Refer to Note 5 to the consolidated financial statements for our accounting estimates and assumptions related to taxes on income.

Pensions and Other Post-retirement Benefits. Refer to Note 13 to the consolidated financial statements for our accounting estimates and assumptions related to our postretirement benefit plans.

RECENTLY ISSUED ACCOUNTING GUIDANCE. Refer to Note 1 of the consolidated financial statements for information on recently issued accounting guidance.