8-K 1 fm8k042908.txt FORM 8K DATED APRIL 29, 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): April 29, 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 April 29, 2008, PAR Technology Corporation issued a press release announcing its results of operation for the quarterly period ending March 31, 2008. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. 99.1 Press Release dated April 29, 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: April 29, 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 April 29, 2008. Exhibit 99.1 Press Release dated April 29, 2008. RELEASE: NEW HARTFORD, NY, April 29, 2008 CONTACT: Christopher R. Byrnes (315) 738-0600 ext. 226 cbyrnes@partech.com, www.partech.com PAR TECHNOLOGY CORPORATION -REPORTS FIRST QUARTER RESULTS- ---------------------------------------------------------------- NEW HARTFORD, NY, PAR TECHNOLOGY CORPORATION (NYSE:PTC) New Hartford, NY--April 29, 2008--PAR Technology Corporation (NYSE:PTC) today announced results from operations for the first quarter ended March 31, 2008. PAR reported first quarter revenues of $52.1 million, a 9% increase over the $47.8 million reported in the same period a year ago. A net loss for the first quarter of $744,000 was reported compared with a net loss of $1.3 million in the first quarter of 2007. The Company reported diluted loss per share of $0.05 for the first quarter of 2008, compared to diluted loss per share of $0.09 for the first quarter of last year. John W. Sammon, PAR Chairman and CEO commented, "As anticipated, our revenues in the first quarter of 2008 were impacted by the continued third party software delays surrounding our largest hospitality customer. Additionally, overall revenue in North America was particularly challenging for us in the first quarter due to traditional seasonality issues and the typical decision delays leading up to McDonald's international convention which was held earlier this month. While our first quarter hospitality results were not unexpected, we were pleased with the strong performance of our Government I/T business in the first quarter." Sammon commented further, "In our hospitality technology business, we continue to invest in our growth strategy involving advanced software products and channel expansion both domestically and internationally. With success of these investments, we expect to broaden our customer base and improve profitability. We continue to enjoy excellent customer relationships as reflected this quarter in McDonald's awarding us their Technology Supplier of the Year." Sammon concluded by stating, "We have a strong foundation business with the largest and most prestigious accounts in the growing hospitality sector and the infrastructure to deliver our hospitality solutions worldwide. Our government business is solid with consistent year to year performance. We are currently investing to position our company for future growth and profitability and with an anticipated improvement in our McDonald's business, we are confident of a return to profitability this year." Statements in this release or by the Company's 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 hospitality technology 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. ABOUT PAR TECHNOLOGY 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) March 31, December 31, 2008 2007 --------- ------------ Assets Current assets: Cash and cash equivalents ........................ $ 3,493 $ 4,431 Accounts receivable-net .......................... 39,283 43,608 Inventories-net .................................. 41,720 40,319 Income tax refunds ............................... 1,302 521 Deferred income taxes ............................ 5,314 5,630 Other current assets ............................. 3,835 3,370 --------- --------- Total current assets ......................... 94,947 97,879 Property, plant and equipment - net ................... 7,350 7,669 Deferred income taxes ................................. 759 503 Goodwill .............................................. 26,718 26,998 Intangible assets - net ............................... 9,561 9,899 Other assets .......................................... 2,237 3,570 --------- --------- Total Assets ............................ $ 141,572 $ 146,518 ========= ========= Liabilities and Shareholders' Equity Current liabilities: Current portion of long-term debt ................ $ 849 $ 772 Borrowings under lines of credit ................. 4,604 2,500 Accounts payable ................................. 12,708 16,978 Accrued salaries and benefits .................... 8,302 9,919 Accrued expenses ................................. 3,162 3,860 Customer deposits ................................ 4,202 3,898 Deferred service revenue ......................... 14,241 14,357 --------- --------- Total current liabilities .................... 48,068 52,284 --------- --------- Long-term debt ........................................ 6,681 6,932 --------- --------- Other long-term liabilities ........................... 2,560 2,315 --------- --------- Shareholders' Equity: Preferred stock, $.02 par value, 1,000,000 shares authorized .................... -- -- Common stock, $.02 par value, 29,000,000 shares authorized; 16,058,818 and 16,047,818 shares issued; 14,406,063 and 14,395,063 outstanding .......... 321 321 Capital in excess of par value ................... 39,376 39,252 Retained earnings ................................ 49,707 50,451 Accumulated other comprehensive income ........... 368 472 Treasury stock, at cost, 1,652,755 shares ........ (5,509) (5,509) --------- --------- Total shareholders' equity .................. 84,263 84,987 --------- ========= Total Liabilities and Shareholders'Equity $ 141,572 $ 146,518 ========= ========= PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) (unaudited) For the three months ended March 31, ---------------------- 2008 2007 ---------- ---------- Net revenues: Product ...................................... $ 16,897 $ 16,706 Service ...................................... 16,415 15,529 Contract ..................................... 18,795 15,601 -------- -------- 52,107 47,836 -------- -------- Costs of sales: Product ...................................... 9,425 10,308 Service ...................................... 12,483 12,166 Contract ..................................... 17,840 14,554 -------- -------- 39,748 37,028 -------- -------- Gross margin ................................. 12,359 10,808 -------- -------- Operating expenses: Selling, general and administrative .......... 9,061 8,709 Research and development ..................... 4,121 3,814 Amortization of identifiable intangible assets 390 390 -------- -------- 13,572 12,913 -------- -------- Operating loss .................................... (1,213) (2,105) Other income, net ................................. 314 240 Interest expense .................................. (348) (222) -------- -------- Loss before provision for income taxes ............ (1,247) (2,087) Benefit for income taxes .......................... 503 779 -------- -------- Net loss .......................................... $ (744) $ (1,308) ======== ======== Loss per share Basic ........................................ $ (.05) $ (.09) Diluted ...................................... $ (.05) $ (.09) Weighted average shares outstanding Basic ........................................ 14,379 14,320 ======== ======== Diluted ...................................... 14,379 14,320 ======== ========