Exhibit 99.1
| | FOR RELEASE: | New Hartford, NY, November 13, 2017 Christopher R. Byrnes (315) 738-0600 ext. 6226 |
| CONTACT: | cbyrnes@partech.com, www.partech.com |
PAR TECHNOLOGY CORPORATION ANNOUNCES
2017 THIRD QUARTER RESULTS FROM CONTINUING OPERATIONS
New Hartford, NY- November 13, 2017 -- PAR Technology Corporation (NYSE: PAR) (the “Company”) today announced its results of continuing operations for its third quarter ended September 30, 2017.
Summary of Fiscal 2017 Third Quarter and Year-to-Date Financial Results from Continuing Operations
| | - | Revenues were reported at $48.9 million, compared to $61.5 million for the same period in 2016, a 20.4% decrease. |
| - | GAAP net loss of $1.5 million, or ($0.10) loss per share, a decrease from GAAP net income of $0.5 million, or $0.03 earnings per diluted share, for the same period in 2016. |
| - | Non-GAAP net loss of $0.9 million, or ($0.06) loss per share, compared to non-GAAP net income of $1.6 million or $0.10 earnings per diluted share, for the same period in 2016. |
| - | Revenues increased to $177.1 million in the first nine months of fiscal 2017, compared to $169.5 million for the same period in 2016, a 4.5% increase. |
| - | GAAP net income for the nine months of fiscal 2017 was $1.7 million, or $0.11 earnings per diluted share, compared to GAAP net income of $0.6 million, or $0.04 earnings per diluted share, for the same period in 2016. |
| - | Non-GAAP net income in the nine months of fiscal 2017 was $3.8 million, or $0.24 earnings per diluted share, compared to non-GAAP net income of $3.1 million or $0.20 earnings per diluted share, for the same period in 2016. |
A reconciliation and description of non-GAAP financial measures to their comparable GAAP financial measures are included in the tables at the end of this press release.
Dr. Donald H. Foley, the Company’s President and Chief Executive Officer, commented on the results, “This year continues to be a transformational year as we execute our strategic plan and move to a software driven solutions Company with a business model that yields consistent growth and margin improvement. As we noted during the second quarter conference call, our performance for this year’s third quarter would be impacted by the completion of the accelerated hardware deployments and special projects for our tier 1 customers in the first half of this year. At the same time, we continued to grow our Software-as-a-Service business and our recurring revenues, albeit on a smaller base. We continue to implement our Government transition from low-value, pass-through revenues to sustainable, value added revenues.”
There will be a conference call at 4:30 p.m. (Eastern) on November 13, 2017, during which the Company’s management will discuss the financial results for the third quarter of 2017. To participate in the call, please call 844-419-5412, approximately 10 minutes in advance. No passcode is required to participate in the live call or to listen to the replay version. Individual & Institutional Investors will have the opportunity to listen to the conference call/event over the internet by visiting PAR’s website at www.partech.com. Alternatively, listeners may access an archived version of the presentation call through November 20, 2017 by dialing 855-859-2056 and using conference ID 6595508.
About PAR Technology Corporation.
PAR Technology Corporation’s stock is traded on the New York Stock Exchange under the symbol “PAR”. PAR’s Restaurant/Retail segment has been a leading provider of restaurant and retail technology for more than 35 years. PAR offers technology solutions for the full spectrum of restaurant operations, from large chain and independent table service restaurants to international quick service chains. Products from PAR also can be found in retailers, cinemas, cruise lines, stadiums, and food service companies. PAR’s Government Business is a leader in providing computer-based system design, engineering and technical services to the Department of Defense and various federal agencies. For more information visit http://www.partech.com or connect with us on Facebook and Twitter.
Forward-Looking Statements.
This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements appear throughout this press release, including express or implied forward-looking statements relating to our expectations regarding anticipated financial performance, customer and product opportunities, and assumptions as to future events. Forward-looking statements are subject to a variety of risks and uncertainties, many of which are beyond the Company’s control, that could cause actual results to differ materially from those contemplated in these statements. Factors that could cause actual results to differ materially, include: delays in new product development and/or product introduction; changes in customer base; because a significant portion of our revenue is derived from two customers, a significant fluctuation in our product or service offerings to one or both of these customers; product and service demands and competition; risks associated with the ongoing investigation into possible violations of the U.S. Foreign Corrupt Practices Act and similar laws, including the cost of such investigation and any sanctions, fines or remedial measures that may be imposed by the U.S. Department of Justice or U.S. Securities and Exchange Commission (“SEC”); expenses related to remedial measure; risks associated with the Company’s identified material weaknesses in internal control over financial reporting and any other failure to maintain effective internal controls; and the other risk factors discussed in the Company’s most recent Annual Report on Form 10-K and other filings with the SEC. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required under applicable securities law.
PAR TECHNOLOGY CORPORATIONAND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share amounts)
(Unaudited)
| Assets | | September 30, 2017 | | | December 31, 2016 | |
| Current assets: | | | | | | |
| Cash and cash equivalents | | $ | 1,173 | | | $ | 9,055 | |
| Accounts receivable-net | | | 28,392 | | | | 30,705 | |
| Inventories-net | | | 26,716 | | | | 26,237 | |
| Note receivable | | | - | | | | 3,510 | |
| Income taxes receivable | | | 144 | | | | 261 | |
| Other current assets | | | 4,048 | | | | 4,027 | |
| Assets of discontinued operations | | | - | | | | 462 | |
| Total current assets | | | 60,473 | | | | 74,257 | |
| Property, plant and equipment – net | | | 9,999 | | | | 7,035 | |
| Deferred income taxes | | | 17,002 | | | | 17,417 | |
| Goodwill | | | 11,051 | | | | 11,051 | |
| Intangible assets – net | | | 12,366 | | | | 10,966 | |
| Other assets | | | 3,842 | | | | 3,785 | |
| Total Assets | | $ | 114,733 | | | $ | 124,511 | |
| Liabilities and Shareholders’ Equity | | | | | | | | |
| Current liabilities: | | | | | | | | |
| Current portion of long-term debt | | $ | 195 | | | $ | 187 | |
| Borrowings of line of credit | | | 1,450 | | | | - | |
| Accounts payable | | | 9,448 | | | | 16,687 | |
| Accrued salaries and benefits | | | 5,911 | | | | 5,470 | |
| Accrued expenses | | | 3,820 | | | | 4,682 | |
| Customer deposits and deferred service revenue | | | 12,496 | | | | 19,814 | |
| Total current liabilities | | | 33,320 | | | | 46,840 | |
| Long-term debt | | | 233 | | | | 379 | |
| Other long-term liabilities | | | 7,797 | | | | 7,712 | |
| Total liabilities | | | 41,350 | | | | 54,931 | |
| Commitments and contingencies | | | | | | | | |
| Shareholders’ Equity: | | | | | | | | |
| Preferred stock, $.02 par value, 1,000,000 shares authorized | | | - | | | | - | |
| Common stock, $.02 par value, 29,000,000 shares authorized; 17,715,556 and 17,479,454 shares issued, 16,007,447 and 15,771,345 outstanding at September 30, 2017 and December 31, 2016, respectively | | | 354 | | | | 350 | |
| Capital in excess of par value | | | 48,176 | | | | 46,203 | |
| Retained earnings | | | 34,264 | | | | 32,357 | |
| Accumulated other comprehensive loss | | | (3,575 | ) | | | (3,494 | ) |
| Treasury stock, at cost, 1,708,109 shares | | | (5,836 | ) | | | (5,836 | ) |
| Total shareholders’ equity | | | 73,383 | | | | 69,580 | |
| Total Liabilities and Shareholders’ Equity | | $ | 114,733 | | | $ | 124,511 | |
PAR TECHNOLOGY CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(Unaudited)
| | | Three months ended September 30, | | | Nine months ended September 30, | |
| | | 2017 | | | 2016 | | | 2017 | | | 2016 | |
| Net revenues: | | | | | | | | | | | | |
| Product | | $ | 20,706 | | | $ | 25,757 | | | $ | 90,594 | | | $ | 69,285 | |
| Service | | | 13,317 | | | | 12,620 | | | | 42,694 | | | | 36,128 | |
| Contract | | | 14,915 | | | | 23,115 | | | | 43,776 | | | | 64,042 | |
| | | | 48,938 | | | | 61,492 | | | | 177,064 | | | | 169,455 | |
| Costs of sales: | | | | | | | | | | | | | | | | |
| Product | | | 15,861 | | | | 18,433 | | | | 67,822 | | | | 51,012 | |
| Service | | | 10,102 | | | | 8,969 | | | | 29,753 | | | | 25,787 | |
| Contract | | | 13,608 | | | | 21,490 | | | | 39,264 | | | | 59,002 | |
| | | | 39,571 | | | | 48,892 | | | | 136,839 | | | | 135,801 | |
| Gross margin | | | 9,367 | | | | 12,600 | | | | 40,225 | | | | 33,654 | |
| Operating expenses: | | | | | | | | | | | | | | | | |
| Selling, general and administrative | | | 9,054 | | | | 8,672 | | | | 27,581 | | | | 23,271 | |
| Research and development | | | 2,668 | | | | 2,866 | | | | 9,521 | | | | 8,421 | |
| Amortization of identifiable intangible assets | | | 241 | | | | 241 | | | | 724 | | | | 724 | |
| | | | 11,963 | | | | 11,779 | | | | 37,826 | | | | 32,416 | |
| Operating (loss) income from continuing operations | | | (2,596 | ) | | | 821 | | | | 2,399 | | | | 1,238 | |
| Other (expense) income, net | | | (70 | ) | | | (38 | ) | | | (264 | ) | | | (318 | ) |
| Interest (expense) income, net | | | (39 | ) | | | (12 | ) | | | (84 | ) | | | 20 | |
| (Loss) income from continuing operations before provision for income taxes | | | (2,705 | ) | | | 771 | | | | 2,051 | | | | 940 | |
| Benefit (provision) for income taxes | | | 1,188 | | | | (253 | ) | | | (327 | ) | | | (306 | ) |
| (Loss) income from continuing operations | | | (1,517 | ) | | | 518 | | | | 1,724 | | | | 634 | |
| Discontinued operations | | | | | | | | | | | | | | | | |
| (Loss) income from discontinued operations (net of tax) | | | - | | | | - | | | | 183 | | | | (26 | ) |
| Net (loss) income | | $ | (1,517 | ) | | $ | 518 | | | $ | 1,907 | | | $ | 608 | |
| Basic Earnings per Share: | | | | | | | | | | | | | | | | |
| (Loss) income from continuing operations | | | (0.10 | ) | | | 0.03 | | | | 0.11 | | | | 0.04 | |
| (Loss) income from discontinued operations | | | (0.00 | ) | | | (0.00 | ) | | | 0.01 | | | | (0.00 | ) |
| Net (loss) income | | $ | (0.10 | ) | | $ | 0.03 | | | $ | 0.12 | | | $ | 0.04 | |
| Diluted Earnings per Share: | | | | | | | | | | | | | | | | |
| (Loss) income from continuing operations | | | (0.10 | ) | | | 0.03 | | | | 0.11 | | | | 0.04 | |
| Loss from discontinued operations | | | (0.00 | ) | | | (0.00 | ) | | | 0.01 | | | | (0.00 | ) |
| Net (loss) income | | $ | (0.10 | ) | | $ | 0.03 | | | $ | 0.12 | | | $ | 0.04 | |
| Weighted average shares outstanding | | | | | | | | | | | | | | | | |
| Basic | | | 15,976 | | | | 15,770 | | | | 15,949 | | | | 15,670 | |
| Diluted | | | 15,976 | | | | 15,822 | | | | 16,260 | | | | 15,730 | |
PAR TECHNOLOGY CORPORATION
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL RESULTS
(in thousands, except per share data)
(Unaudited)
| | | Three months ended September 30, 2017 | | | Three months ended September 30, 2016 | |
| | | Reported basis (GAAP) | | | Adjustments | | | Comparable basis (Non- GAAP) | | | Reported basis (GAAP) | | | Adjustments | | | Comparable basis (Non- GAAP) | |
| | | | | | | | | | | | | | | | | | | |
| Net revenues | | $ | 48,938 | | | | - | | | | 48,938 | | | $ | 61,492 | | | | - | | | | 61,492 | |
| Costs of sales | | | 39,571 | | | | - | | | | 39,571 | | | | 48,892 | | | | - | | | | 48,892 | |
| Gross margin | | | 9,367 | | | | - | | | | 9,367 | | | | 12,600 | | | | - | | | | 12,600 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Operating expenses | | | | | | | | | | | | | | | | | | | | | | | | |
| Selling, general and administrative | | | 9,054 | | | | 768 | | | | 8,286 | | | | 8,672 | | | | 1,421 | | | | 7,251 | |
| Research and development | | | 2,668 | | | | - | | | | 2,668 | | | | 2,866 | | | | - | | | | 2,866 | |
| Amortization of identifiable intangible assets | | | 241 | | | | 241 | | | | - | | | | 241 | | | | 241 | | | | - | |
| Total operating expenses | | | 11,963 | | | | 1,009 | | | | 10,954 | | | | 11,779 | | | | 1,662 | | | | 10,117 | |
| Operating (loss on) income from continuing operations | | | (2,596 | ) | | | 1,009 | | | | (1,587 | ) | | | 821 | | | | 1,662 | | | | 2,483 | |
| Other expense, net | | | (70 | ) | | | - | | | | (70 | ) | | | (38 | ) | | | - | | | | (38 | ) |
| Interest (expense) income, net | | | (39 | ) | | | - | | | | (39 | ) | | | (12 | ) | | | 26 | | | | 14 | |
| (Loss on) income from continuing operations before provision for income taxes | | | (2,705 | ) | | | 1,009 | | | | (1,696 | ) | | | 771 | | | | 1,688 | | | | 2,459 | |
| Benefit (provision) for income taxes | | | 1,188 | | | | (373 | ) | | | 815 | | | | (253 | ) | | | (625 | ) | | | (878 | ) |
| (Loss on) income from continuing operations | | $ | (1,517 | ) | | $ | 636 | | | $ | (881 | ) | | $ | 518 | | | $ | 1,063 | | | $ | 1,581 | |
| Loss from discontinued operations, (net of tax) | | $ | - | | | | - | | | $ | - | | | $ | - | | | | - | | | $ | - | |
| Net (loss) income | | $ | (1,517 | ) | | | 636 | | | $ | (881 | ) | | $ | 518 | | | | 1,063 | | | $ | 1,581 | |
| (Loss on) income per diluted share from continuing operations | | $ | (0.10 | ) | | | | | | $ | (0.06 | ) | | $ | 0.03 | | | | | | | $ | 0.10 | |
| Loss per diluted share from discontinuing operations | | $ | (0.00 | ) | | | | | | $ | (0.00 | ) | | $ | (0.00 | ) | | | | | | $ | (0.00 | ) |
| (Loss on) income per diluted share | | $ | (0.10 | ) | | | | | | $ | (0.06 | ) | | $ | 0.03 | | | | | | | $ | 0.10 | |
The Company reports its financial results in accordance with GAAP. However, non-GAAP adjusted financial measures, as defined in the reconciliation table above, are provided because management uses these non-GAAP measures in evaluating the results of the continuing operations of the Company and believes this information provides investors supplemental insight into underlying business trends and operating results. These non-GAAP measures are not based on any comprehensive set of accounting rules or principles and should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP. In addition, these non-GAAP measures should be read in conjunction with the Company’s financial statements prepared in accordance with GAAP.
The Company’s results of operations are impacted by certain non-recurring charges, including equity based compensation, acquisition related expenditures, and other non-recurring charges that may not be indicative of the Company’s financial performance. Management believes that adjusting its operating expenses, operating income, net earnings and diluted earnings per share to remove non-recurring charges provides a useful perspective with respect to our operating results and provides supplemental information to both management and investors by removing items that are difficult to predict and are often unanticipated. The Company believes the adjustments provide a useful comparison on a year-over-year basis.
During the third quarter of 2017, the Company recorded charges within selling, general and administrative of $705,000 related to the Company’s previously disclosed investigation of import export and sales documentation activities at the Company’s China and Singapore offices and the SEC subpoena, and $63,000 of equity based compensation. In addition, the Company recognized amortization of acquired intangible assets of $241,000 related to the Company’s acquisition of Brink.
During the third quarter of 2016, the Company recorded charges within selling, general and administrative of $406,000 of investigation costs related to the Company’s former chief financial officer’s unauthorized transfer of Company funds, $36,000 related to the implementation of the Company’s new ERP system, equity based compensation charges of $190,000 and a $789,000 write off relating to the Company’s previous human capital management system that is being replaced in connection with the ERP system implementation. Lastly, related to the acquisition of Brink, the Company recognized amortization of acquired intangible assets of $241,000 and accreted interest of $26,000.
PAR TECHNOLOGY CORPORATION
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL RESULTS
(in thousands, except per share data)
(Unaudited)
| | | Nine months ended September 30, 2017 | | | Nine months ended September 30, 2016 | |
| | | Reported basis (GAAP) | | | Adjustments | | | Comparable basis (Non- GAAP) | | | Reported basis (GAAP) | | | Adjustments | | | Comparable basis (Non- GAAP) | |
| | | | | | | | | | | | | | | | | | | |
| Net revenues | | $ | 177,064 | | | | - | | | $ | 177,064 | | | $ | 169,455 | | | | - | | | $ | 169,455 | |
| Costs of sales | | | 136,839 | | | | - | | | | 136,839 | | | | 135,801 | | | | - | | | | 135,801 | |
| Gross margin | | | 40,225 | | | | - | | | | 40,225 | | | | 33,654 | | | | - | | | | 33,654 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Operating expenses | | | | | | | | | | | | | | | | | | | | | | | | |
| Selling, general and administrative | | | 27,581 | | | | 2,594 | | | | 24,987 | | | | 23,271 | | | | 3,170 | | | | 20,101 | |
| Research and development | | | 9,521 | | | | - | | | | 9,521 | | | | 8,421 | | | | - | | | | 8,421 | |
| Amortization of identifiable intangible assets | | | 724 | | | | 724 | | | | - | | | | 724 | | | | 724 | | | | - | |
| Total operating expenses | | | 37,826 | | | | 3,318 | | | | 34,508 | | | | 32,416 | | | | 3,894 | | | | 28,522 | |
| Operating income from continuing operations | | | 2,399 | | | | 3,318 | | | | 5,717 | | | | 1,238 | | | | 3,894 | | | | 5,132 | |
| Other expense, net | | | (264 | ) | | | - | | | | (264 | ) | | | (318 | ) | | | - | | | | (318 | ) |
| Interest (expense) income, net | | | (84 | ) | | | - | | | | (84 | ) | | | 20 | | | | 78 | | | | 98 | |
| Income from continuing operations before provision for income taxes | | | 2,051 | | | | 3,318 | | | | 5,369 | | | | 940 | | | | 3,972 | | | | 4,912 | |
| Provision for income taxes | | | (327 | ) | | | (1,228 | ) | | | (1,555 | ) | | | (306 | ) | | | (1,470 | ) | | | (1,776 | ) |
| Income from continuing operations | | $ | 1,724 | | | $ | 2,090 | | | $ | 3,814 | | | $ | 634 | | | $ | 2,502 | | | $ | 3,136 | |
| Income (loss from) discontinued operations, (net of tax) | | $ | 183 | | | | | | | $ | 183 | | | $ | (26 | ) | | | | | | $ | (26 | ) |
| Net income | | $ | 1,907 | | | | | | | $ | 3,997 | | | $ | 608 | | | | | | | $ | 3,110 | |
| Income per diluted share from continuing operations | | $ | 0.11 | | | | | | | $ | 0.24 | | | $ | 0.04 | | | | | | | $ | 0.20 | |
| Income per diluted share from discontinuing operations | | $ | 0.01 | | | | | | | $ | 0.01 | | | $ | 0.00 | | | | | | | $ | 0.00 | |
| Income per diluted share | | $ | 0.12 | | | | | | | $ | 0.25 | | | $ | 0.04 | | | | | | | $ | 0.20 | |
During the nine months ended September 30, 2017, the Company recorded charges within selling, general and administrative of $2,272,000 related to the Company’s previously disclosed investigation of import export and sales documentation activities at the Company’s China and Singapore offices and the SEC subpoena, and $21,000 of legacy charges related to the Company’s former chief financial officer’s unauthorized transfers of Company funds. In addition, $301,000 of equity based compensation charges were recorded during the nine months ended September 30, 2017. Lastly, the Company recognized amortization of acquired intangible assets of $724,000 related to the Company’s acquisition of Brink.
During the nine months ended September 30, 2016, the Company recorded charges within selling, general and administrative of $1,476,000 of investigation costs related to the Company’s former chief financial officer’s unauthorized transfer of Company funds, $508,000 related to the initial phase of the planned implementation of a new enterprise resource system in connection with the ERP system implementation, a $789,000 write off relating to the Company’s previous human capital management system that is being replaced in connection with the ERP system implementation and equity based compensation charges of $397,000. Lastly, related to the acquisition of Brink, the Company recognized amortization of acquired intangible assets of $724,000 and accreted interest of $78,000.
