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 14, 2003
PAR TECHNOLOGY CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 1-9720 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
Preliminary Statement
This statement is being filed voluntarily by PAR Technology Corporation (the
"Company") pursuant to Item 12 of Form 8-K, Current Report.
Item 7. Financial Statements and Exhibits
-----------------------------------------
Exhibits
Exhibit 99.1
Press release dated April 14, 2003.
Item 12. Results of Operations and Financial Condition
------------------------------------------------------
The information required by this item is incorporated by reference to a press
release dated April 14, 2003, wherein is attached as an exhibit to this form.
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 18, 2003
RONALD J. CASCIANO
---------------------------------------
Ronald J. Casciano
Vice President, Chief Financial Officer
and Treasurer
Exhibit 99.1
PAR TECHNOLOGY CORPORATION
- MODIFIES TAX ALLOCATION ON CONTINUED AND DISCONTINUED RESULTS-
-----------------------------------------------------------------
NEW HARTFORD, NY, PAR TECHNOLOGY CORPORATION (NYSE:PTC)
(New Hartford, NY, April 14, 2003)----- PAR Technology Corporation (NYSE: PTC)
today announced that it has modified the allocation of its accrual for income
tax as between continuing and discontinued operations from what was previously
reflected in the Company's financial results for the quarter and year ended
December 31, 2002 and for quarter and fiscal year ended December 31, 2001 (as
restated), which were released on March 28, 2003. This adjustment does not
involve any change in the Company's underlying operating results for those or
any other periods.
As a result of this adjustment, PAR's income from continuing operations for
fiscal year 2002 has been adjusted to $2.6 million, or $0.32 per diluted share,
from $2.4 million, or $0.29 per diluted share, as originally reported.
For fiscal year 2001, the Company's income from continued operations has been
adjusted to $2.1 million, or $0.27 per diluted share, from $1.9 million, or
$0.24 per diluted share, as restated on March 28, 2003.
PAR's income from continuing operations in the fourth quarter of 2002 has been
adjusted to $363,000, or $0.04 per diluted share, from $329,000, or $0.04, per
diluted share, as originally reported.
PAR's income from continuing operations in the fourth quarter of 2001 has been
adjusted to $551,000, or $0.07 per diluted share, from $588,000, or $0.08, per
diluted share, as originally reported.
These modifications will be noted in the financial statements filed when the
Company files its 2002 Annual Report on Form 10-K this week.
The Company notes that this revision had no effect on the Company's previously
announced net income, shareholder's equity, cash balances, balance sheet, or
underlying results of operations.
PAR is a leading 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 a
leader in providing computer based system design and engineering services to the
Department of Defense and other 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.
###
PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
(In Thousands Except Per Share Amounts)
(Unaudited)
For the three months For the year
ended December 31, ended December 31,
Restated Restated
2002 2001 2002 2001
--------- --------- --------- ---------
Net revenues:
Product ............................... $ 15,420 $ 16,075 $ 59,153 $ 50,272
Service ............................... 8,887 8,501 36,553 33,572
Contract .............................. 9,956 7,975 37,975 30,510
--------- --------- --------- ---------
34,263 32,551 133,681 114,354
--------- --------- --------- ---------
Costs of sales:
Product ............................... 10,008 10,284 39,643 33,506
Service ............................... 7,412 7,152 30,081 27,163
Contract .............................. 9,469 7,085 35,501 28,332
--------- --------- --------- ---------
26,889 24,521 105,225 89,001
--------- --------- --------- ---------
Gross margin .................... 7,374 8,030 28,456 25,353
--------- --------- --------- ---------
Operating expenses:
Selling, general and administrative ... 5,568 5,673 19,540 16,774
Research and development .............. 1,408 1,460 5,400 5,565
--------- --------- --------- ---------
6,976 7,133 24,940 22,339
--------- --------- --------- ---------
Income from operations ..................... 398 897 3,516 3,014
Other income (expense) ..................... 87 (181) (9) (313)
--------- --------- --------- ---------
Income before provision for
income taxes ............................ 485 716 3,507 2,701
Provision for income taxes ................. (122) (165) (884) (621)
--------- --------- --------- ---------
Income from continuing operations .......... 363 551 2,623 2,080
Discontinued operations
Loss from operations of
Discontinued Component (including
Loss on disposal of $830,000 in 2002) (70) (617) (2,516) (2,335)
Income tax benefit .................... 18 142 634 537
--------- --------- --------- ---------
Loss on discontinued operations ....... (53) (475) (1,882) (1,798)
--------- --------- --------- ---------
Net income ................................. $ 310 $ 76 $ 741 $ 282
========= ========= ========= =========
PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
(In Thousands Except Per Share Amounts)
(Unaudited)
For the three months For the year
ended December 31, ended December 31,
Restated Restated
2002 2001 2002 2001
--------- -------- -------- --------
Basic:
Income from continuing operations $ .05 .07 .33 .27
Loss from discontinued operations $ (.01) (.06) (.24) (.23)
Net income ................... $ .04 .01 .09 .04
Diluted:
Income from continuing operations $ .04 .07 .32 .27
Loss from discontinued operations $ (.01) (.06) (.23) (.23)
Net income ................... $ .04 .01 .09 .04
Weighted average shares outstanding
Basic ........................... 8,060 7,734 7,933 7,726
========= ======== ======== ========
Diluted ......................... 8,594 7,832 8,315 7,799
========= ======== ======== ========