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OMB
APPROVAL |
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OMB Number: 3235-0058 |
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Expires: March 31, 2006 |
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Estimated
average burden
hours per response ... 2.50 |
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SEC FILE
NUMBER |
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1-04879 |
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CUSIP
NUMBER |
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UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF
LATE FILING
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(Check one): |
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o Form 10-K
o Form 20-F
o Form 11-K
x Form 10-Q
o Form 10-D
o Form N-SAR
o Form N-CSR
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For Period Ended: |
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March 31, 2008 |
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o Transition Report on
Form 10-K |
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o Transition Report on
Form 20-F |
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o Transition Report on
Form 11-K |
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o Transition Report on
Form 10-Q |
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o Transition Report on
Form N-SAR |
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For the Transition Period
Ended:
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Read Instruction
(on back page) Before Preparing Form. Please Print or Type.
Nothing in this form shall be
construed to imply that the Commission has verified any information contained
herein.
If the notification
relates to a portion of the filing checked above, identify the Item(s) to which
the notification relates:
PART I
REGISTRANT INFORMATION
Full Name of
Registrant
Former Name if
Applicable
5995 Mayfair Road,
PO Box 3077
Address of Principal
Executive Office (Street and Number)
North Canton, Ohio
44720-8077
City, State and Zip
Code
PART II
RULES 12b-25(b) AND (c)
If the subject report
could not be filed without unreasonable effort or expense and the registrant
seeks relief pursuant to Rule 12b-25(b), the following should be completed.
(Check box if appropriate)
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o |
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(a)
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The reason described in reasonable detail in Part
III of this form could not be
eliminated without unreasonable effort or expense |
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(b)
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The subject annual report, semi-annual report,
transition report on Form 10-K, Form 20-F, Form 11-K,
Form N-SAR or Form N-CSR, or portion thereof, will be filed on or
before the fifteenth calendar day following the prescribed due date; or the
subject quarterly report or transition report on Form 10-Q or subject
distribution report on Form 10-D, or portion thereof, will be filed on or
before the fifth calendar day following the prescribed due date; and |
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(c)
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The accountants statement or other exhibit
required by Rule 12b-25(c) has been attached if applicable. |
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SEC 1344 (03-05) |
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Persons who are to respond to the collection of information contained in
this form are not required to respond unless the form displays a currently valid
OMB control number. |
PART III
NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR or
the transition report or portion thereof, could not be filed within the prescribed time period.
As previously disclosed, Diebold, Incorporated (the Company) had been in discussions with
the Office of the Chief Accountant (the OCA) of the Securities and Exchange Commission (the
SEC) with regard to its practice of recognizing certain revenue on a bill and hold basis
in its North America business segment. As a result of those discussions, the Company
determined that its previous, long-standing method of accounting for bill and hold
transactions was in error, representing a misapplication of generally accepted accounting
principles, and that it would discontinue its use of bill and hold as a method of revenue
recognition in its North America and International businesses.
The Company will correct for that revenue previously recognized on a bill and hold basis by
now recognizing that revenue upon customer acceptance of products at a customer location.
Within the North America business segment, when the Company is contractually responsible for
installation, customer acceptance will be upon completion of installation of all of the items
at a job site and the Companys demonstration that the items are in operable condition. In
those instances when the Company is not contractually responsible for the installation, the
Company will continue to recognize revenue upon shipment of the products to a customer
location.
The Companys corrected method of recognizing revenue will be adopted retroactively by
restating previously issued financial statements and comes after an in-depth analysis and
review with its independent registered public accounting firm, KPMG LLP, the Audit Committee
of the Companys Board of Directors and the OCA. Management of the Company has concluded
that the Companys financial statements for the fiscal years ended December 31, 2006, 2005,
2004 and 2003; the quarterly data in each of the quarters for the years ended December 31,
2006 and 2005; and the quarter ended March 31, 2007, should no longer be relied upon.
Additionally, the Company has announced that as a result of the SECs ongoing investigation,
the Company and the Audit Committee, in consultation with their outside advisors, have been
reviewing other accounting items, including various balance sheet accounts such as prepaids,
accruals, capitalized assets, deferred revenue, and reserves within both the Companys North
America and International businesses. This review is not yet complete.
Based upon the current status of its review of all of these accounting items, the Company
currently anticipates restating its financial statements for the years ended December 31,
2006 and 2005, and the selected financial data for the years ended December 31, 2004 and
2003, solely through the filing of its Annual Report on Form 10-K for the year ended December
31, 2007. In addition, the Company currently intends to restate its financial statements for
the quarter ended March 31, 2007 through the filing of its Quarterly Report on Form 10-Q for
the quarter ended March 31, 2008.
Accordingly, until the review of these other accounting items is completed, the Company will
be unable to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2008
within the prescribed time period. The delays could not be eliminated without unreasonable
effort or expense. The Companys Quarterly Reports on Form 10-Q for the quarters ended June
30, 2007, September 30, 2007 and March 31, 2008 and Annual Report on Form 10-K for the year
ended December 31, 2007 will be filed as soon as practicable after resolution of these
issues.