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): October 30, 2003
PAR TECHNOLOGY CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-09720 16-1434688
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(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
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (315) 738-0600
Not Applicable
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(Former Name or Former Address, if changed since Last Report)
Item 12. 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 October 30, 2003, PAR Technology Corporation issued a press release
announcing its results of operation for the quarterly period ending
September 30, 2003. A copy of the press release is attached hereto as
Exhibit 99.1 and is incorporated herein by reference.
99.1 Press Release dated October 30, 2003.
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
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(Registrant)
Date: October 30, 2003
/s/RONALD J. CASCIANO
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Ronald J. Casciano
Vice President, Chief Financial Officer
and Treasurer
EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release dated October 30, 2003.
Exhibit 99.1
PAR TECHNOLOGY CORPORATION REPORTS THIRD QUARTER RESULTS
REVENUES GROW 13%
NET INCOME FROM CONTINUING OPERATIONS RISE 18%
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NEW HARTFORD, NY, PAR TECHNOLOGY CORPORATION (NYSE:PTC)
(New Hartford, NY- October 30, 2003) PAR Technology Corporation (NYSE: PTC), a
provider of integrated hardware, software and service solutions to the
restaurant and hospitality industries and of government information-technology
services, today reported financial results for the third quarter ended September
30, 2003.
For the third quarter ended September 30, 2003, PAR Technology Corporation
reported revenues of $36.0 million compared to $31.8 million in the third
quarter 2002, an increase of 13%. Income from continuing operations was
$858,000, an 18% increase over the $726,000 earned in the third quarter one year
ago. The Company reported diluted income from continuing operations per share of
$0.10 for this past quarter, compared to the $0.09 reported for the same period
a year earlier.
For the nine months ended September 30, 2003, PAR Technology Corporation
reported revenues of $98.6 million, compared to the $99.4 million reported one
year ago. The Company also reported income from continuing operations of $1.5
million in the first nine months of 2003 versus $2.3 million for the first nine
months of 2002. Diluted income from continuing operations per share for the
first nine months of 2003 was reported at $0.17, compared to diluted income from
continuing operations per share of $0.28 reported for the same period in 2002.
Net income for the quarter ended September 30, 2003 was $813,000 and $0.09
diluted net income per share, in contrast to a net loss of $268,000 or $0.03
diluted net loss per share for the same quarter in 2002. The net income results
for the nine months ended September 30, 2003 were $1.4 million or $0.15 diluted
net income per share, compared to net income of $431,000 and $0.05 diluted net
income per share for the same period in 2002.
"We are pleased with our performance this quarter, having weathered a difficult
climate for selling software, hardware and services to restaurant and
hospitality enterprises over the past year. We have seen increasing interest and
activity in this sector of our business as reflected in product sales being up
18% for the quarter," said PAR Technology Chairman and CEO, John W. Sammon.
"Additionally, we experienced a 10% increase in our government contracts
business in spite of a funding hiatus in our Logistics Management project.
Companywide, we expect to continue to execute and improve on the plan we laid
out at the beginning of the year."
Forward-looking statements in this release, including forward-looking statements
regarding our expected performance for the remainder of this fiscal year, 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, further 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 associated with government contracts; risks of
downturns in economic conditions generally, and in the quick service sector of
the restaurant market specifically; risks of intellectual property rights and
litigation; risks associated with foreign sales and high customer concentration;
risks associated with competition and competitive pricing pressures; and other
risks detailed in the Company's filings with the Securities and Exchange
Commission. Any forward-looking statements should be considered in light of all
of these factors. The information contained in this release is applicable only
today and should thereafter be considered historical and will no longer
constitute PAR's current expectations. PAR undertakes no obligation to update
information contained in this release.
PAR is a provider of professional services and enterprise business intelligence
hardware and software systems. PAR is the world's largest supplier of restaurant
to enterprise solutions to the quick service restaurant market with over 30,000
systems installed in over 95 countries. Additionally, PAR is also a provider of
computer based system design and engineering services to the United States
Department of Defense and other United States federal government agencies. PAR
Technology Corporation's stock is traded on the New York Stock Exchange under
the symbol PTC. For more information on PAR visit the Company's website at
www.partech.com.
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PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Thousands Except Share Amounts)
(Unaudited)
September 30, December 31,
2003 2002
Assets ------------ ------------
Current Assets:
Cash ............................................ $ 1,572 $ 490
Accounts receivable-net ......................... 29,570 25,843
Inventories-net ................................. 32,062 34,274
Deferred income taxes - net ..................... 5,796 5,766
Other current assets ............................ 2,321 2,638
Total assets of discontinued operation .......... -- 59
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Total current assets ........................ 71,321 69,070
Property, plant and equipment - net .................. 7,559 8,455
Deferred income taxes - net .......................... 3,698 4,386
Other assets ......................................... 2,978 3,211
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$ 85,556 $ 85,122
======== ========
Liabilities and Shareholders' Equity
Current Liabilities:
Notes payable ................................... $ 10,348 $ 9,634
Accounts payable ................................ 6,613 8,371
Accrued salaries and benefits ................... 5,063 4,615
Accrued expenses ................................ 1,862 2,077
Deferred service revenue - net .................. 6,191 6,704
Total liabilities of discontinued operation ..... 237 342
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Total current liabilities ................... 30,314 31,743
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Long-term debt ....................................... 2,114 2,181
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Shareholders' Equity:
Preferred stock, $.02 par value,
1,000,000 shares authorized ................... -- --
Common stock, $.02 par value,
19,000,000 shares authorized;
9,860,212 and 9,770,262 shares issued
8,449,525 and 8,359,575 outstanding
at September 30, 2003 and
December 31, 2002, respectively ............. 197 195
Capital in excess of par value .................. 29,200 28,926
Retained earnings ............................... 31,296 29,946
Accumulated other comprehensive loss ............ (512) (816)
Treasury stock, at cost, 1,410,687 shares
at September 30, 2003 and
December 31, 2002, respectively ............. (7,053) (7,053)
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Total shareholders' equity .................. 53,128 51,198
-------- --------
$ 85,556 $ 85,122
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PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands Except Per Share Amounts)
(Unaudited)
For the three months For the nine months
ended September 30, ended September 30,
Restated Restated
2003 2002 2003 2002
-------- -------- -------- --------
Net revenues:
Product ........................... $ 15,535 $ 13,159 $ 40,947 $ 43,733
Service ........................... 10,104 9,222 27,207 27,666
Contract .......................... 10,367 9,404 30,405 28,019
-------- -------- -------- --------
36,006 31,785 98,559 99,418
-------- -------- -------- --------
Costs of sales:
Product ........................... 10,219 8,661 26,809 29,635
Service ........................... 8,380 7,296 22,789 22,669
Contract .......................... 9,887 8,602 29,056 26,032
-------- -------- -------- --------
28,486 24,559 78,654 78,336
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Gross margin ................ 7,520 7,226 19,905 21,082
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Operating expenses:
Selling, general and administrative 4,702 5,050 13,813 13,973
Research and development .......... 1,418 1,225 3,839 3,992
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6,120 6,275 17,652 17,965
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Operating income from
continuing operations ............. 1,400 951 2,253 3,117
Other income, net ...................... 60 255 449 565
Interest expense ....................... (117) (235) (412) (660)
-------- -------- -------- --------
Income from continuing operations
before provision for income taxes .... 1,343 971 2,290 3,022
Provision for income taxes ............. (485) (245) (825) (762)
-------- -------- -------- --------
Income from continuing operations ...... 858 726 1,465 2,260
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Discontinued operations:
Loss from operations of
discontinued component ......... (71) (1,329) (180) (2,446)
Income tax benefit ................ 26 335 65 617
-------- -------- -------- --------
Loss on discontinued operations ... (45) (994) (115) (1,829)
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Net income (loss) ...................... $ 813 $ (268) $ 1,350 $ 431
======== ======== ======== ========
(Continued)
PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Continued)
(In Thousands Except Per Share Amounts)
(Unaudited)
For the three months For the nine months
ended September 30, ended September 30,
Restated Restated
2003 2002 2003 2002
-------- --------- --------- ---------
Earnings per share:
Basic:
Income from continuing operations $ 0.10 $ 0.09 $ 0.17 $ 0.29
Loss from discontinued operations $ (0.01) $ (0.13) $ (0.01) $ (0.23)
Net income (loss) ......... $ 0.10 $ (0.03) $ 0.16 $ 0.05
Diluted:
Income from continuing operations $ 0.10 $ 0.09 $ 0.17 $ 0.28
Loss from discontinued operations $ (0.01) $ (0.12) $ (0.01)$ (0.22)
Net income (loss) ......... $ 0.09 $ (0.03) $ 0.15 $ 0.05
Weighted average shares outstanding
Basic ........................... 8,446 7,901 8,414 7,891
========= ========= ========= =========
Diluted ......................... 8,889 8,328 8,810 8,216
========= ========= ========= =========