UNITED
STATES
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): May 7, 2009
(Exact
name of registrant as specified in its charter)
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Delaware
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0-21121
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06-1456680
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(State
or other jurisdiction of incorporation)
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(Commission
file number)
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(I.R.S.
employer identification no.)
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One
Hamden Center
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2319
Whitney Ave, Suite 3B, Hamden, CT
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06518
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (203) 859-6800
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240-14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Item
2.02 Results of Operations and Financial Condition.
The
following information is being furnished pursuant to Item 2.02 “Results of
Operations and Financial Condition” of Form 8-K. Such information,
including the Exhibit attached hereto, shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it
be deemed incorporated by reference in any filing under the Securities Act of
1933, as amended, except as shall be expressly set forth by specific reference
in such filing.
On May 7,
2009, TransAct Technologies Incorporated issued a press release announcing its
financial results for the quarter ended March 31, 2009. A copy of the
press release is furnished as Exhibit 99.1 to this report.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits:
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Exhibit
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Description
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99.1
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Press
Release dated May 7, 2009 of TransAct Technologies
Incorporated
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2
SIGNATURE
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 hereunto
duly authorized.
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TRANSACT
TECHNOLOGIES INCORPORATED
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||||
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By:
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/s/
Steven A. DeMartino
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|||
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Steven
A. DeMartino
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||||
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Executive
Vice President, Chief Financial Officer, Treasurer and
Secretary
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||||
Date: May
7, 2009
3
EXHIBIT
LIST
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits:
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Exhibit
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Description
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99.1
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Press
Release dated May 7, 2009 of TransAct Technologies
Incorporated
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4
Exhibit
99.1
TRANSACT
TECHNOLOGIES REPORTS FIRST QUARTER 2009 RESULTS
HAMDEN, CT – May 7, 2009 –
TransAct Technologies Incorporated (NASDAQ: TACT), a global leader in
market-specific printers for transaction-based industries, today announced
financial results for the three months ended March 31, 2009. Summary
results for these periods are as follows:
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Three
months ended March 31,
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|||||||||||||
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(in
$000s, except EPS)
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2009
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2008
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%
change
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||||||||||
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Net
sales
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$ | 12,202 | $ | 14,285 | -14.6 | % | |||||||
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As
reported (GAAP): (1)
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|||||||||||||
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Operating
income (loss)
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$ | 179 | $ | (1,059 | ) |
NM
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|||||||
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Net
income (loss)
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$ | 121 | $ | (692 | ) |
NM
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|||||||
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Diluted
earnings (loss) per share
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$ | 0.01 | $ | (0.07 | ) |
NM
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|||||||
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(1)
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GAAP
operating income includes $1,897,000 of legal fees related to the settled
lawsuit with FutureLogic, Inc. (the "FL Legal Fees") in the first quarter
of 2008. GAAP net income includes $1,224,000 of FL Legal Fees, net of
tax, in the first quarter of 2008. GAAP diluted earnings per share
include negative impact of $0.13 from FL Legal Fees in the first quarter
of 2008.
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||||||||||||
“We are
pleased with our first quarter 2009 results in spite of the difficult global
economic environment,” said Bart C. Shuldman, Chairman, President and Chief
Executive Officer of TransAct Technologies. “While our revenue
declined by 15%, we increased our gross margin by approximately 30 basis points
to 33.8% due largely to our shift in manufacturing more of our product in
China.”
Mr.
Shuldman continued, “We had several bright spots in the quarter as our
diversification strategy begins to take hold. First, TransAct
Services Group saw a 22% increase in revenue mainly due to growth in our
consumables business which was aided by growing internet sales. In
our banking and point-of-sale (“POS”) market, we continued to experience solid
growth in shipments from our new business with McDonald’s, which helped to
partially offset a decline in our overall POS business, where revenues are being
dampened by the economic slowdown. In our casino and gaming market,
although our domestic casino printer sales were negatively impacted by the
significant downturn in the domestic casino market, this decrease was fully
offset by growth in our international casino and gaming
markets. Specifically, we experienced a threefold increase in sales
from our international off-premise gaming market and a 22% increase in sales
from our international casino market. Lottery sales, which can vary
significantly from quarter to quarter, declined by 69% due to the timing of
orders. We expect our lottery printer sales to improve for the
remainder of the year, aided by a $3.6 million order we received from a lottery
customer last month. Finally, excluding the legal fees related to the
FutureLogic lawsuit from the first quarter 2008, our operating expenses remained
flat for the quarter compared to the first quarter of 2008, highlighting our
emphasis on cost control for 2009.”
First
Quarter and Subsequent Highlights
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·
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January
7, 2009 – TransAct Technologies selected by McDonald’s to provide its new
Ithaca® 8040 thermal printer to approximately 11,000 of its United States
locations for its new coffee and beverage
initiative
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·
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January
21, 2009 – TransAct Technologies launches new Epic 880™ printer at
International Gaming Expo in London
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·
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February
17, 2009 – TransAct Technologies receives $4.9 million order for BANKjet®
1500 printers from one of the largest banks in the United
States
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·
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April
13, 2009 – TransAct Technologies selected exclusively by Creek Nation’s
River Spirit Casino to provide Epic 950®
printers
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·
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April
28, 2009 – TransAct Technologies receives $3.6 million order from lottery
customer
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First
Quarter 2009 Results
Revenue
for the first quarter of 2009 was $12.2 million, a decrease of 15% compared to
$14.3 million in the prior-year period. Gross margin for the quarter
was 33.8%, an increase of approximately 30 basis points from 33.5% in the
prior-year quarter. Operating expenses were $3.9 million, a decrease
of $1.9 million from the prior-year period driven by the elimination of $1.9
million of legal fees incurred in the prior-year period in connection with the
now-settled litigation with FutureLogic, Inc. Excluding the legal
fees, operating expenses were consistent with the prior-year
period. The Company recorded GAAP net income in the first quarter of
2009 of approximately $0.1 million, or $0.01 per diluted share, compared to a
net loss of approximately $0.7 million, or $0.07 per share, in the prior-year
period. Severance costs reduced net income and earnings per share in
the first quarter of 2009 by $0.1 million and $0.01,
respectively. Legal fees associated with the FutureLogic, Inc.
litigation reduced net income and earnings per share in the prior-year period by
$1.2 million and $0.13, respectively.
Liquidity
and Capital Resources
As
of March 31, 2009, TransAct had approximately $1.3 million in cash and cash
equivalents, and no debt obligations outstanding under the Company’s $20 million
revolving credit facility. During the first quarter of
2009, the Company did not repurchase any shares under its stock repurchase
program. As of March 31, 2009, the Company had repurchased a total of
1,164,100 shares for approximately $8.5 million under its current
authorization. TransAct’s $15 million repurchase program allows the
Company to repurchase up to $6.5 million in additional shares through March
2010.
2009
Outlook
The
Company expects improved results for the remainder of 2009 compared to the first
quarter of 2009, due to an increasing backlog of orders and forecasts of order
flow provided by some of the Company’s customers. In addition, the
Company continues to expect its free cash flow (cash provided by operations less
capital expenditures) for 2009 to exceed $3 million, adding to its current cash
position of $1.3 million as of March 31, 2009.
Investor
Conference Call / Webcast Details
TransAct
will review detailed first quarter 2009 results during a conference call today
at 5:30 PM EDT. The conference call-in number is 888-632-5004. A replay of the
call will be available from 8:30 PM EDT on Thursday, May 7 through midnight EDT
on Thursday, May 14 by telephone at 888-203-1112; passcode
2471377. Investors can also access the conference call via a live
webcast on the Company's Web site at http://www.transact-tech.com. A
replay of the call will be archived on that Web site for one week.
About
TransAct Technologies Incorporated
TransAct
Technologies Incorporated (NASDAQ: TACT) is a leader in developing and
manufacturing market-specific printers for transaction-based industries. These
industries include casino, gaming, lottery, banking, kiosk and
point-of-sale. Each individual market has distinct, critical
requirements for printing and the transaction is not complete until the receipt
and/or ticket is produced. TransAct printers are designed from the
ground up based on market specific requirements and are sold under the Ithaca®
and Epic product brands. TransAct distributes its products through
OEMs, value-added resellers, selected distributors, and direct to
end-users. TransAct has over two million printers installed around
the world. TransAct also has a strong focus on the after-market side
of the business, with a high commitment to printer service, supplies and spare
parts. TransAct is headquartered in Hamden, CT. For more
information on TransAct, visit http://www.transact-tech.com
or call 203.859.6800.
Forward-Looking
Statements:
Certain
statements in this press release include forward-looking statements.
Forward-looking statements generally can be identified by the use of
forward-looking terminology, such as “may”, “will”, “expect”, “intend”,
“estimate”, “anticipate”, “believe” or “continue” or the negative thereof or
other similar words. All forward-looking statements involve risks and
uncertainties, including, but are not limited to, customer acceptance and market
share gains, both domestically and internationally, in the face of substantial
competition from competitors that have broader lines of products and greater
financial resources; introduction of new products into the marketplace by
competitors; successful product development; dependence on significant
customers; dependence on significant vendors; dependence on a sole source
contractor manufacturer for the assembly of a large portion of the Company’s
products in China; the ability to protect intellectual property; the ability to
recruit and retain quality employees as the Company grows; dependence on third
parties for sales outside the United States, including Australia, New Zealand,
Europe, Latin America and Asia; economic and political conditions in the United
States, Australia, New Zealand, Europe, Latin America and Asia; marketplace
acceptance of new products; risks associated with foreign operations;
availability of third-party components at reasonable prices; price wars or other
significant pricing pressures affecting the Company's products in the United
States or abroad; and risks associated with potential future acquisitions.
Actual results may differ materially from those discussed in, or implied by, the
forward-looking statements. The forward-looking statements speak only as of the
date of this release and the Company assumes no duty to update them to reflect
new, changing or unanticipated events or circumstances.
Contact:
TransAct
Technologies Incorporated
Steven
DeMartino, EVP and Chief Financial Officer
203-859-6810
ICR
Inc.
William
Schmitt
203-682-8200
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TRANSACT
TECHNOLOGIES INCORPORATED
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||||||||
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CONSOLIDATED
STATEMENTS OF OPERATIONS
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||||||||
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(Unaudited)
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||||||||
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(In
thousands, except per share amounts)
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Three
months ended
March
31,
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|||||||
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2009
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2008
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|||||||
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Net
sales
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$ | 12,202 | $ | 14,285 | ||||
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Cost
of sales
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8,076 | 9,506 | ||||||
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Gross
profit
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4,126 | 4,779 | ||||||
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Operating
expenses:
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||||||||
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Engineering,
design and product development
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694 | 715 | ||||||
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Selling
and marketing
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1,398 | 1,451 | ||||||
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General
and administrative
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1,855 | 1,775 | ||||||
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Legal
fees associated with lawsuit
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- | 1,897 | ||||||
| 3,947 | 5,838 | |||||||
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Operating
income (loss)
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179 | (1,059 | ) | |||||
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Other
income (expense):
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||||||||
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Interest,
net
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(15 | ) | 4 | |||||
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Other,
net
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20 | 2 | ||||||
| 5 | 6 | |||||||
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Income
(loss) before income taxes
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184 | (1,053 | ) | |||||
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Income
tax provision (benefit)
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63 | (361 | ) | |||||
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Net
income (loss)
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$ | 121 | $ | (692 | ) | |||
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Net
income (loss) per common share:
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||||||||
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Basic
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$ | 0.01 | $ | (0.07 | ) | |||
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Diluted
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$ | 0.01 | $ | (0.07 | ) | |||
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Shares
used in per share calculation:
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||||||||
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Basic
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9,257 | 9,278 | ||||||
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Diluted
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9,259 | 9,278 | ||||||
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SUPPLEMENTAL
INFORMATION – SALES BY SALES UNIT:
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||||||||
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Three
months ended
March
31,
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||||||||
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2009
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2008
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|||||||
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Banking
and point-of-sale
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$ | 2,441 | $ | 2,733 | ||||
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Casino
and gaming
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4,857 | 4,837 | ||||||
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Lottery
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1,106 | 3,610 | ||||||
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TransAct
services group
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3,798 | 3,105 | ||||||
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Total
net sales
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$ | 12,202 | $ | 14,285 | ||||
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TRANSACT
TECHNOLOGIES INCORPORATED
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||||||||
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CONSOLIDATED
BALANCE SHEETS
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||||||||
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(Unaudited)
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||||||||
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March
31,
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December
31,
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|||||||
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(In
thousands)
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2009
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2008
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||||||
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Assets:
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||||||||
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Current
assets:
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||||||||
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Cash
and cash equivalents
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$ | 1,321 | $ | 2,000 | ||||
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Receivables,
net
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6,904 | 8,734 | ||||||
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Inventories
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12,081 | 9,919 | ||||||
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Refundable
income taxes
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35 | 35 | ||||||
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Deferred
tax assets
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2,054 | 2,054 | ||||||
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Other
current assets
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556 | 352 | ||||||
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Total
current assets
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22,951 | 23,094 | ||||||
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Fixed
assets, net
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5,260 | 5,563 | ||||||
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Goodwill,
net
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1,469 | 1,469 | ||||||
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Deferred
tax assets
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1,732 | 1,759 | ||||||
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Intangibles
and other assets, net
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315 | 349 | ||||||
| 8,776 | 9,140 | |||||||
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Total
assets
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$ | 31,727 | $ | 32,234 | ||||
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Liabilities
and Shareholders’ Equity:
|
||||||||
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Current
liabilities:
|
||||||||
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Accounts
payable
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$ | 4,992 | $ | 4,863 | ||||
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Accrued
liabilities
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1,886 | 2,847 | ||||||
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Deferred
revenue
|
435 | 333 | ||||||
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Total
current liabilities
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7,313 | 8,043 | ||||||
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Deferred
revenue, net of current portion
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240 | 259 | ||||||
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Accrued
warranty, net of current portion
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103 | 133 | ||||||
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Deferred
rent
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463 | 473 | ||||||
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Other
liabilities
|
44 | 44 | ||||||
| 850 | 909 | |||||||
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Total
liabilities
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8,163 | 8,952 | ||||||
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Shareholders’
equity:
|
||||||||
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Common
stock
|
105 | 105 | ||||||
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Additional
paid-in capital
|
21,068 | 20,890 | ||||||
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Retained
earnings
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11,014 | 10,893 | ||||||
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Accumulated
other comprehensive loss, net of tax
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(85 | ) | (68 | ) | ||||
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Treasury
stock, at cost
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(8,538 | ) | (8,538 | ) | ||||
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Total
shareholders’ equity
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23,564 | 23,282 | ||||||
| $ | 31,727 | $ | 32,234 | |||||