8-K 1 form8k021108.txt FORM 8K DATED FEBRUARY 11, 2008 SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 11, 2008 PAR TECHNOLOGY CORPORATION -------------------------- (Exact name of registrant as specified in its charter) Delaware 1-09720 16-1434688 -------- ------- ---------- (State or other (Commission File (I.R.S. Employer jurisdiction of Number) incorporation or organization) Identification Number) PAR Technology Park 8383 Seneca Turnpike New Hartford, NY 13413-4991 ------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (315) 738-0600 Not Applicable -------------- (Former Name or Former Address, if changed since Last Report) Item 2.02 Results of Operations and Financial Condition. (a) The information, including Exhibits attached hereto, in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as otherwise expressly stated in such filing. (b) On February 11, 2008, PAR Technology Corporation issued a press release announcing its results of operation for the quarterly period ending December 31, 2007. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. 99.1 Press Release dated February 11, 2008. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. PAR TECHNOLOGY CORPORATION -------------------------- (Registrant) Date: February 11, 2008 /s/Ronald J. Casciano --------------------------------------- Ronald J. Casciano Vice President, Chief Financial Officer and Treasurer EXHIBIT INDEX Exhibit Number Description -------------- ----------- 99.1 Press Release dated February 11, 2008. Exhibit 99.1 Press Release dated February 11, 2008. RELEASE: NEW HARTFORD, NY, February 11, 2008 CONTACT: Christopher R. Byrnes (315) 738-0600 ext. 226 cbyrnes@partech.com, www.partech.com PAR TECHNOLOGY CORPORATION REPORTS FOURTH QUARTER RESULTS ----------------------------------------------------------------- NEW HARTFORD, NY, PAR TECHNOLOGY CORPORATION (NYSE:PTC) New Hartford, NY-- February 11, 2008 -- PAR Technology Corporation (NYSE: PTC), a leader in providing integrated hardware, software and service solutions to the hospitality industry, and provider of Government I/T solutions and services, today reported financial results for the fourth quarter and year ended December 31, 2007. For the fourth quarter ended December 31, 2007, PAR Technology Corporation reported revenues of $60.2 million compared to $54.2 million in the fourth quarter 2006, an increase of 11%. Net income in the period was $483,000 versus the $820,000 earned in the fourth quarter one year ago, a decline of 41%. The Company reported diluted net earnings per share of $0.03 for this past quarter, 50% lower than the $0.06 reported for the same period a year earlier. For the year ended December 31, 2007, PAR Technology Corporation reported revenues of $209.5 million, basically flat from the $208.7 million reported one year ago. The Company also reported a net loss of $2.7 million in 2007 versus net income of $5.7 million earned last year. Diluted net loss per share in 2007 was reported at $0.19 compared to diluted net income per share of $0.39 reported for the year 2006. John W. Sammon, PAR Chairman & CEO commented, "We faced a number of challenges in 2007, many of which had an impact on our operating results. We never-the-less are pleased with our revenue growth in the fourth quarter and our return to profitability. "Sammon went on to say, "Despite difficult economic trends in the U.S., our outlook for 2008 anticipates improved operating results in each of our business segments. The Company, along with our management team, is committed to managing our business toward improved operating results during the coming year. From a long-term perspective, we believe PAR is well positioned to benefit from multiple growth opportunities, as the trend towards integrated services and solutions in the hospitality marketplace continues to accelerate. We are optimistic about our ability to take advantage of these opportunities based on our product and service offerings, relationships with industry leaders in each segment of hospitality, and our demonstrated ability to deliver business value at high levels of scalability for our customers." Certain Company information in this release or by its spokespersons from time to time may contain forward-looking statements. Any statements in this document that do not describe historical facts are forward-looking statements. Forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that all forward-looking statements involve risks and uncertainties, including without limitation, delays in new product introduction, risks in technology development and commercialization, risks in product development and market acceptance of and demand for the Company's products, risks of downturns in economic conditions generally, and in the quick service sector of the restaurant market specifically, risks of intellectual property rights associated with competition and competitive pricing pressures, risks associated with foreign sales and high customer concentration, and other risks detailed in the Company's filings with the Securities and Exchange Commission. PAR Technology Corporation creates and markets products that help hospitality operators around the world to better manage money, materials, people and the guest experience. PAR has provided hardware, software and services to the world's largest restaurant chains and their franchisees for almost 30 years. Today the Company's extensive offering includes technology solutions for the full spectrum of hospitality operations, from boutique hotels and independent table service restaurants to international QSR chains, all backed by PAR's global service network. The Company has over 45,000 installations in 105 countries worldwide. PAR is also a leader in providing computer-based system design and engineering services to the Department of Defense and Federal Government Agencies. PAR Technology Corporation's stock is traded on the New York Stock Exchange under the symbol PTC. For more information visit the Company's website at www.partech.com. ### PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in thousands, except share amounts) (unaudited) December 31, ----------------------- 2007 2006 --------- ---------- Assets Current assets: Cash and cash equivalents ................... $ 4,431 $ 4,273 Accounts receivable-net ..................... 43,608 46,791 Inventories-net ............................. 40,319 35,948 Income tax refunds .......................... 521 1,103 Deferred income taxes ....................... 5,630 4,601 Other current assets ........................ 3,370 2,737 --------- ---------- Total current assets .................... 97,879 95,453 Property, plant and equipment - net .............. 7,669 7,535 Deferred income taxes ............................ 503 -- Goodwill ......................................... 26,998 25,734 Intangible assets - net .......................... 9,899 10,695 Other assets ..................................... 3,570 2,841 --------- --------- $ 146,518 $ 142,258 ========= ========= Liabilities and Shareholders' Equity Current liabilities: Current portion of long-term debt ........... $ 772 $ 240 Borrowings under lines of credit ............ 2,500 7,713 Accounts payable ............................ 16,978 12,470 Accrued salaries and benefits ............... 9,919 8,279 Accrued expenses ............................ 3,860 1,861 Customer deposits ........................... 3,898 3,656 Deferred service revenue .................... 14,357 12,254 --------- --------- Total current liabilities ............... 52,284 46,473 --------- --------- Long-term debt ................................... 6,932 7,708 --------- --------- Deferred income taxes ............................ -- 115 --------- --------- Other long-term liabilities ...................... 2,315 1,879 --------- --------- Shareholders' Equity: Preferred stock, $.02 par value, 1,000,000 shares authorized ............... -- -- Common stock, $.02 par value, 29,000,000 shares authorized; 16,047,818 and 15,980,486 shares issued; 14,395,063 and 14,327,731 outstanding .... 321 320 Capital in excess of par value .............. 39,252 38,602 Retained earnings ........................... 50,451 53,159 Accumulated other comprehensive income (loss) 472 (489) Treasury stock, at cost, 1,652,755 shares ... (5,509) (5,509) --------- --------- Total shareholders' equity .............. 84,987 86,083 --------- --------- $ 146,518 $ 142,258 ========= =========
PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) (unaudited) For the three months For the year ended ended December 31, December 31, ---------------------- ---------------------- 2007 2006 2007 2006 --------- --------- --------- ---------- Net revenues: Product ...................................... $ 24,024 $ 19,532 $ 77,116 $ 83,237 Service ...................................... 18,735 18,256 67,370 61,979 Contract ..................................... 17,440 16,405 64,998 63,451 --------- --------- --------- --------- 60,199 54,193 209,484 208,667 --------- --------- --------- --------- Costs of sales: Product ...................................... 13,947 11,683 45,635 47,925 Service ...................................... 13,788 13,402 51,078 46,338 Contract ..................................... 16,401 15,051 60,863 58,895 --------- --------- --------- --------- 44,136 40,136 157,576 153,158 --------- --------- --------- --------- Gross margin ................................. 16,063 14,057 51,908 55,509 --------- --------- --------- --------- Operating expenses: Selling, general and administrative .......... 11,041 8,930 37,517 33,440 Research and development ..................... 4,392 3,454 17,155 11,802 Amortization of identifiable intangible assets 391 361 1,572 1,283 --------- --------- --------- --------- 15,824 12,745 56,244 46,525 --------- --------- --------- --------- Operating income (loss) ........................... 239 1,312 (4,336) 8,984 Other income, net ................................. 483 180 1,227 617 Interest expense .................................. (327) (276) (1,096) (734) --------- --------- --------- --------- Income (loss) before provision for income taxes ... 395 1,216 (4,205) 8,867 (Provision) benefit for income taxes .............. 88 (396) 1,497 (3,146) --------- --------- --------- --------- Net income (loss) ................................ $ 483 $ 820 $ (2,708) $ 5,721 ========= ========= ========= ========= Earnings (loss) per share Basic ........................................ $ .03 $ .06 $ (.19) $ .40 Diluted ...................................... $ .03 $ .06 $ (.19) $ .39 Weighted average shares outstanding Basic ........................................ 14,361 14,264 14,345 14,193 ========= ========= ========= ========= Diluted ...................................... 14,772 14,700 14,345 14,752 ========= ========= ========= =========