North Carolina Department of Commerce

Beverly Eaves Perdue Governor J Keith Crisco Secretary lt ~October 192010

Marty Reid Director Duff amp Phelps 1200 West Peachtree Street Atlanta Oeorga 30309

Dear Marty

The State of North Carolina welcomes the opportunity to work with Project Odyssey as they consider locating their headquarters in Durham North Carolina As you know North Carolina has a proven track record in providing leading edge Initiatives to support the success of quality companies in locating in our State Our State is consistently recognized in leading publications for our superior business climate and our commitment to investment in education workforce development infrastructure and cultural assets On behalf of the State I am pleased to outline a number ofstate incentive programs for which this project might be eligible We hope we will convince you that North Carolina would be the best location for your proposed operations

The possible incentives and estimated values provided below are based on preliminary project information you have provided The key assumptions underlying the estimates are that the project will be a headquarters located in Durham County (currently a tier 3 county) 1500 permanent full-time jobs will be created by 2014 the average annual wage of those jobs will be $63315 there will be private capital Investment of $70 million by 2013 and the company will subfnit financial statements demonstrating financial capacity The value of any particular incentive may vary as additional infonnation concerning the project becomes available This summary represents the Departments intent to identify programs that are available in North Carolina that may benefit Project Odysseyln its efforts to locate here and creates no binding legal or contractual obligation on the part ofeither party We would be happy to assist you in interpreting the requirements and preparing paperwork to apply for these programs

State Incentivesmiddot

TOTAL

middotSfate incentivel QIt contingent upon lubmillion ofall required documentation ltojfreview fulfillment ofeligibility requirements and terma and conditions ofprograms and approval by responsible program lItlminiltralon The relevant statutory pnwiaions and rules must

be consutedfor a foil understanding ofthe terma and canditiona ofeach program Although various economic development entities may reference Stote incentive progroma only odmlniatrolUlS directly responsible for such progrqma QI the relevant Stote agenciel can provide definitive terms PletJll note tIrot materialI submitted by companies are subject to public disclosure under North Carolina s public records law unlusthey qualfIYfor confidential treatment Certain laX credit and tQJf refund provillons hove been (JIslgned III1Iset dates by the General Allembly which may be discussed morefolly In the attachments 10 ibis leiter

North Carolna 301 North Wilmington Slreet-4301 Mail Service CenteflRlileigh North Carolina 27699-4301

Tel (919) 733-41lI-fwt (919)733-8356 An Equal OpportwlitytAffirmatlve Action Employer

Marty Reid October 19 2010 Page 2

We are committed to attracting quality businesses to our State as demonstrated by the scope of financial inducements the State ofNorth Carolina can make available for eligible projects We would welcome the chance to explore the details of these programs and how we might best assist your company in advancing this project

We look forward to further discussions regarding this important project

Sincerely

Dale B Carroll Deputy Secretary and ChiefOperating Officer

North ClIIOlInQ 301 North Wilmington Streete4301 Mail Service CentereRaleigb North Carolina 276994301

Tel (919) 73341 SI eFax (919)733middot8356 An Equal Opponllllity(Affirmativc Acllon Employer

Month the Company anticipates going to the Tax Credit Authority May 2011

Note- (1) The Companys baseline payroll period is the 12months immediately preceding the month that the Tax Credit Authority considers the request for the Job Creation Tax Credit

(2) Materials to be placed on the Tax Credit Authority agenda must be submitted by the Department ofDevelopments deadline dates

Actual Payroll at the project site over the past 3 years

Projected Payroll for 12 months ended Current Payroll May 201 I $9800000000

Actual Payroll for 12 months ended Payroll May 2010 $10600000000

Actual Payroll for 12 months ended Payroll May 2009 $11000000000 ---~--

New Payroll to be generated at the project site over the next 3 years 2011 $000

2012 $000

2013 $000

B Other Company Employees within the State of Ohio Please do not include employees at any retail operations

Total Existing Full-Time Equivalents 504 as of 2282011

Total Full-Time Equivalents One Year Ago 513 as of 2282010

Equivalents at other Company facilities (excluding retail) within 15 miles of project site 372

If equivalents have decreased at the project site briefly describe why

in force in February 2010

FuU-Time Employment Commitments

Full-Time Employees committed to hire at project site no later than 123112014

Average Hourly Base Wage $3430

Average Hourly Benefits $3430

Number of Disadvantaged Full-Time Employees

Are any of the retained full-time jobs at risk of being lost or moved out-of-state if the Yes project does not go forward

If Yes approximately how many retained full-time jobs are at risk 1521

Why are these jobs at risk Where will they be moved to

~he entire workforce would be at risk if the company were to relocate the headquarters to another state ] --~~--~-----~~-----~~-~~--~--~~-~--~~------~~~--~-----------~

Job Categories

Job Category

NA

Number Employees

o

Relocation Impact

Page10of15

Will this project result in the movement of employment positions from another state or country to Ohio No

If yes indicate how many from each state(s) or country

State or CQuntry where Relocated Number Employees

TOTAL

Will this project result in the relocation ofjobs within Ohi

Will this project result in a job loss to any Ohio communit

Please describe

o

y

Yes

Yes

Since Diebold has not finalized the final project site we cannot determine with certainty which jurisdictions will or mtl subject to a reduction in employment as a result of the project However once a project site has been selected any and I all affecte d jurisdictions will be notified of the impact in writing In addition written eVidence of community support from the I communitlmiddot~ere~th~erlljectsiteis toJgtElloca~ed~ be provided after t~e final project site is_idenie~~~~____J

Relocation Questions

Please answer the following questions regarding the movement of jobs within the State of Ohio These questions also refer to employment positions not specific people

Cutrent Facility

City

County

Building Size (in square feet)

Does the company own or lease this facility

Number of Full-Time Employees to be relocated

When will the relocations occur

Will these relocated positions be backfilled (will a new perbe hired at the current facility too)

son

Various

Stark

o Lease

o 2014

Reasons for relocating jobs Consolidation

Please describe other business conditions affecting the companys decision to relocate jobs

In order to improve efficiency and to consolidate multiple facilities within the same general geographic areathe project will necessitate relocation of employees from several jurisdictions into one location Since the final project location has not been determined the above references to the affected county the affected square footage and the number of relocated employees are only estimates and all of the above are subject to change upon final selection of project site

Please describe the companys efforts to find alternative sites within the same community as the current fucility If the company has not explored this community please explain why

The company is still in discussion with different jurisdictions and examining multiple locations for final site selection including all communities where current facilities are located

Please explain why the proposed project cannot occur that the existing site

The final site selection has not been completed However since this is a consolidation project and multiple lbull jurisdictions are involved it will require some employee relocation -------~~~-~---~~~---~-------~-~-~-~~--~~~---~~-~-

Page 11 of 15

Month the Company anticipates going to the Tax Credit Authority May 2011

Note- (1) The Companys baseline payroll period is the 12months immediately preceding the month that the Tax Credit Authority considers the request for the Job Creation Tax Credit

(2) Materials to be placed on the Tax Credit Authority agenda must be submitted by the Department ofDevelopments deadline dates

Actual Payroll at the project site over the past 3 years

Projected Payroll for 12 months ended Current Payroll May 201 I $9800000000

Actual Payroll for 12 months ended Payroll May 2010 $10600000000

Actual Payroll for 12 months ended Payroll May 2009 $11000000000 ---~--

New Payroll to be generated at the project site over the next 3 years 2011 $000

2012 $000

2013 $000

B Other Company Employees within the State of Ohio Please do not include employees at any retail operations

Total Existing Full-Time Equivalents 504 as of 2282011

Total Full-Time Equivalents One Year Ago 513 as of 2282010

Equivalents at other Company facilities (excluding retail) within 15 miles of project site 372

If equivalents have decreased at the project site briefly describe why

in force in February 2010

FuU-Time Employment Commitments

Full-Time Employees committed to hire at project site no later than 123112014

Average Hourly Base Wage $3430

Average Hourly Benefits $3430

Number of Disadvantaged Full-Time Employees

Are any of the retained full-time jobs at risk of being lost or moved out-of-state if the Yes project does not go forward

If Yes approximately how many retained full-time jobs are at risk 1521

Why are these jobs at risk Where will they be moved to

~he entire workforce would be at risk if the company were to relocate the headquarters to another state ] --~~--~-----~~-----~~-~~--~--~~-~--~~------~~~--~-----------~

Job Categories

Job Category

NA

Number Employees

o

Relocation Impact

Page10of15

Will this project result in the movement of employment positions from another state or country to Ohio No

If yes indicate how many from each state(s) or country

State or CQuntry where Relocated Number Employees

TOTAL

Will this project result in the relocation ofjobs within Ohi

Will this project result in a job loss to any Ohio communit

Please describe

o

y

Yes

Yes

Since Diebold has not finalized the final project site we cannot determine with certainty which jurisdictions will or mtl subject to a reduction in employment as a result of the project However once a project site has been selected any and I all affecte d jurisdictions will be notified of the impact in writing In addition written eVidence of community support from the I communitlmiddot~ere~th~erlljectsiteis toJgtElloca~ed~ be provided after t~e final project site is_idenie~~~~____J

Relocation Questions

Please answer the following questions regarding the movement of jobs within the State of Ohio These questions also refer to employment positions not specific people

Cutrent Facility

City

County

Building Size (in square feet)

Does the company own or lease this facility

Number of Full-Time Employees to be relocated

When will the relocations occur

Will these relocated positions be backfilled (will a new perbe hired at the current facility too)

son

Various

Stark

o Lease

o 2014

Reasons for relocating jobs Consolidation

Please describe other business conditions affecting the companys decision to relocate jobs

In order to improve efficiency and to consolidate multiple facilities within the same general geographic areathe project will necessitate relocation of employees from several jurisdictions into one location Since the final project location has not been determined the above references to the affected county the affected square footage and the number of relocated employees are only estimates and all of the above are subject to change upon final selection of project site

Please describe the companys efforts to find alternative sites within the same community as the current fucility If the company has not explored this community please explain why

The company is still in discussion with different jurisdictions and examining multiple locations for final site selection including all communities where current facilities are located

Please explain why the proposed project cannot occur that the existing site

The final site selection has not been completed However since this is a consolidation project and multiple lbull jurisdictions are involved it will require some employee relocation -------~~~-~---~~~---~-------~-~-~-~~--~~~---~~-~-

Page 11 of 15

Will this project result in the movement of employment positions from another state or country to Ohio No

If yes indicate how many from each state(s) or country

State or CQuntry where Relocated Number Employees

TOTAL

Will this project result in the relocation ofjobs within Ohi

Will this project result in a job loss to any Ohio communit

Please describe

o

y

Yes

Yes

Since Diebold has not finalized the final project site we cannot determine with certainty which jurisdictions will or mtl subject to a reduction in employment as a result of the project However once a project site has been selected any and I all affecte d jurisdictions will be notified of the impact in writing In addition written eVidence of community support from the I communitlmiddot~ere~th~erlljectsiteis toJgtElloca~ed~ be provided after t~e final project site is_idenie~~~~____J

Relocation Questions

Please answer the following questions regarding the movement of jobs within the State of Ohio These questions also refer to employment positions not specific people

Cutrent Facility

City

County

Building Size (in square feet)

Does the company own or lease this facility

Number of Full-Time Employees to be relocated

When will the relocations occur

Will these relocated positions be backfilled (will a new perbe hired at the current facility too)

son

Various

Stark

o Lease

o 2014

Reasons for relocating jobs Consolidation

Please describe other business conditions affecting the companys decision to relocate jobs

In order to improve efficiency and to consolidate multiple facilities within the same general geographic areathe project will necessitate relocation of employees from several jurisdictions into one location Since the final project location has not been determined the above references to the affected county the affected square footage and the number of relocated employees are only estimates and all of the above are subject to change upon final selection of project site

Please describe the companys efforts to find alternative sites within the same community as the current fucility If the company has not explored this community please explain why

The company is still in discussion with different jurisdictions and examining multiple locations for final site selection including all communities where current facilities are located

Please explain why the proposed project cannot occur that the existing site

The final site selection has not been completed However since this is a consolidation project and multiple lbull jurisdictions are involved it will require some employee relocation -------~~~-~---~~~---~-------~-~-~-~~--~~~---~~-~-

Page 11 of 15

Project Budget

Cate~ Company ~ ~ ~ ~ I2ml Machinery amp Equipment $1800000000 $000 $000 $000 $000 $1800000000

Land AcqulsHion $1000000000 SOOO $000 $000 $000 $1000000000

Building Construction $6000000000 SOOO $000 $000 $000 $6000000000

Road Construction SOOO $000 $000 $150000000 $150000000 $300000000

Architectural $ Engineering $600000000 $000 $000 $000 $000 $600000000 Fees

Developer Fee $300000000 SOOO $000 $000 $000 $300000000

TOTAL $9100000000 $000 $000 $150000000 $150000000 $10000000000

Source of Funds

Please describe the status of all sources of funds for this project Please be sure to include company equity loan sources and govermnent assistance including federal state local and other community assistance Include the dollar amounts for each source The total sources listed here must match your Project Budget Total from the previous page Ifit does not please describe how the project will be able to occur with limited funding

IUpon selection of site we will finalize the financing package Currently weve researched Port Authority financing options Iand capabilities debt financing with existing bank creditors and lease options with a developer

If financing machinery and equipment please furnish a list of machinery and equipment to be purchased with loan Indior grant funds