ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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(
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(Registrant’s Telephone Number, Including Area Code)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Large accelerated filer ☐
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Accelerated filer ☐
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Smaller reporting company
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Emerging growth company
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PART I.
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Item 1.
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1
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Item 1A.
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6
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Item 1B.
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19
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Item 1C.
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19
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Item 2.
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20
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Item 3.
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20
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Item 4.
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20
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PART II.
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Item 5.
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21
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Item 6.
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[Reserved]
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21
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Item 7.
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21
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Item 7A.
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29
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Item 8.
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29
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Item 9.
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29
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Item 9A.
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30
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Item 9B.
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30
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Item 9C.
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30
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PART III.
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Item 10.
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31
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Item 11.
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31
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Item 12.
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31
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Item 13.
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31
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Item 14.
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31
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PART IV.
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Item 15.
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32
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Item 16.
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34
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35 |
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CONSOLIDATED FINANCIAL STATEMENTS
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F-1
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Name
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Age
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Position
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John M. Dillon
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74
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Chief Executive Officer
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||
Steven A. DeMartino
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54
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President, Chief Financial Officer, Treasurer and Secretary
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Tracey S. Winslow
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64
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Chief Revenue Officer
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Brent Richtsmeier
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59
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Chief Technology Officer
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William J. DeFrances
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59
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Vice President & Chief Accounting Officer
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• |
delays between our expenditures to develop and market new or enhanced products and consumables and the generation of sales from those products;
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• |
the geographic distribution of our sales and our supply chain;
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• |
market acceptance of our products, both domestically and internationally;
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• |
development of new competitive products by others;
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• |
increased levels of competition, including due to the return to market of our largest casino and gaming competitor;
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• |
our responses to price competition;
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• |
our level of research and development activities;
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• |
changes in the amount that we spend to develop, acquire or license new products, consumables, technologies or businesses;
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• |
changes in the amount we spend to promote our products and services;
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• |
changes in the cost of satisfying our warranty obligations and servicing our installed base of products;
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• |
availability of third party components at reasonable prices or at all;
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• |
general economic and industry conditions, including inflation and changes in interest rates affecting returns on cash balances and investments, that affect customer
demand;
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• |
changes in customer demand as supply chain constraints ease;
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• |
the dependence of our supply chain on a few, foreign third party manufacturers and suppliers and the impact on our supply chain of product or component shortages and
cost increases due to events beyond our control, including inflation and political or social instability such as the ongoing Russia-Ukraine conflict and conflict in the Middle East and possible expansion of such conflicts;
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• |
severe weather events, public health crises, military actions and other external events out of our control that can disrupt our operations or the operations of our
customers’ or suppliers’ facilities; and
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• |
changes in accounting rules and regulations.
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• |
loss of channel and the ability to bring new products to market;
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• |
concentration of credit risk, including disruption in distribution should the distributors, and / or resellers’ financial condition deteriorate;
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• |
reduced visibility to end user demand and pricing issues which makes forecasting more difficult;
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• |
distributors or resellers leveraging their buying power to change the terms of pricing, payment and product delivery schedules; and
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• |
direct competition should a distributor or reseller decide to manufacture printers internally or source printers from a competitor.
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• |
technologically advanced products that satisfy user demands;
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• |
superior customer service;
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• |
high levels of quality and reliability; and
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• |
dependable and efficient distribution networks.
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• |
accurately forecast our revenue and plan our operating expenses;
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• |
increase the number of customers (and retain existing customers and their guests) using our platform;
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• |
successfully compete with current and future competitors;
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• |
successfully expand our market presence in existing markets and enter new markets and geographies;
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• |
maintain and enhance the value of our reputation and brand;
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• |
develop and maintain strategic relationships with other market participants that provide complementary products;
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• |
adapt to rapidly evolving trends in the ways our customers interact with technology, including through the use of emerging artificial intelligence and machine
learning technologies;
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• |
timely respond to customer needs with technology developments that enable our products to evolve to meet the changing demands of the marketplace;
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• |
avoid interruptions or disruptions in our service;
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• |
manage the risk of loss relating to food safety issues if there is a failure of our offerings designed to help in part to assure perishable goods are safely
preserved;
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• |
the imposition of additional duties, tariffs, quotas, taxes, trade barriers, capital flow restrictions and other charges on imports and exports by the United States
or the governments of the countries in which we or our manufacturers and suppliers operate;
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• |
delays in the delivery of cargo due to port security considerations, labor disputes such as dock strikes, and our reliance on a limited number of shipping and air
carriers, which may experience capacity issues that adversely affect our ability to ship inventory in a timely manner or for an acceptable cost;
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• |
fluctuations in the value of the U.S. dollar against foreign currencies, which could restrict sales, or increase costs of purchasing, in foreign countries;
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• |
economic or political instability in any of the countries in which we or our manufacturers or suppliers operate, which could result in a reduction in demand for our
products due to political and economic instability or impair our foreign assets;
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• |
a reduced ability or inability to sell in or purchase from certain markets as a result of export or import restrictions;
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• |
potentially limited intellectual property protection in certain countries, such as China, may limit recourse against infringing products or cause us to refrain from
selling in certain geographic territories;
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• |
difficulties staffing and managing foreign operations; and
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• |
economic uncertainties and adverse economic conditions (including inflation and recession).
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• |
merge, consolidate, form subsidiaries or dispose of assets;
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• |
acquire assets outside the ordinary course of business;
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• |
enter into other transactions outside the ordinary course of business;
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• |
sell, transfer, return or dispose of collateral;
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• |
make loans to or investments in, or enter into transactions with, affiliates;
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• |
incur or guarantee indebtedness, incur liens;
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• |
redeem equity interests while borrowings are outstanding under the credit facility;
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• |
change our capital structure; or
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• |
dissolve, divide, change our line of business or cease or suffer a disruption to all or a material portion of our business.
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• |
prevailing domestic and international market and economic conditions, and conditions in the industries we serve, including current market volatility, inflation and
rising interest rates and any lingering economic impacts of the COVID-19 pandemic;
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• |
adverse business conditions faced by customers, or bankruptcies or store closures of our customers resulting from adverse economic conditions due to inflation or
otherwise;
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• |
changes in our business, operations or prospects;
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• |
developments in our relationships with our customers or strategic partners;
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• |
announcements of new products or services by us or by our competitors;
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• |
announcement or completion of acquisitions by us or by our competitors;
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• |
changes in existing, or adoption of additional, government regulations; and
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• |
unfavorable or reduced analyst coverage.
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• |
Governance: As discussed in more detail under the heading
“Governance,” the Board of Directors’ oversight of cybersecurity risk management is supported by the Audit Committee of the Board of Directors (the “Audit Committee”), which regularly interacts with the Company’s ERM function, the Company’s
Vice President of Information Technology, other members of management and relevant management committees and councils, including management’s Sarbanes-Oxley & Cybersecurity Steering Committee.
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• |
Collaborative Approach: The Company has implemented a
comprehensive, cross-functional approach to identifying, preventing and mitigating cybersecurity threats and incidents, while also implementing controls and procedures that are designed to provide for the prompt and appropriate internal
reporting of certain cybersecurity incidents, either in the form of a single unauthorized occurrence or a series of unauthorized occurrences, so that decisions regarding the public disclosure and reporting of such incidents can be made by
management in a timely manner.
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• |
Technical Safeguards: The Company deploys technical safeguards
that are designed to protect the Company’s information systems from cybersecurity threats, including firewalls, intrusion prevention and detection systems, anti-malware functionality and access controls, which are evaluated and improved
through vulnerability assessments and cybersecurity threat intelligence.
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• |
Incidence Response and Recovery Planning: The Company has
established and maintains comprehensive incident response and recovery plans intended to fully and timely address the Company’s response to a cybersecurity incident, and such plans are tested and evaluated on a regular basis.
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• |
Third-Party Risk Management: The Company maintains a
comprehensive, risk-based approach to identifying and overseeing cybersecurity risks presented by third parties, including vendors, service providers and other external users of the Company’s systems, as well as the systems of third parties
that could adversely impact our business in the event of a cybersecurity incident affecting those third-party systems.
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• |
Education and Awareness: The Company provides regular,
mandatory training for personnel regarding cybersecurity threats as a means to equip the Company’s personnel with effective tools to proactively address cybersecurity threats and prevent incursions and to communicate the Company’s evolving
information security policies, standards, processes and practices. Our awareness program includes assessment of our personnel’s preparedness through regular phishing e-mail alerts, highlighted banners that warn about external senders, and
tests administered to help the Company’s personnel interrogate, navigate around, and avoid clicking suspicious and unfamiliar links from unknown senders.
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Location
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Operations Conducted
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Size
(Approx. Sq. Ft.)
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Owned
or Leased
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Lease Expiration
Date
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|||||
Hamden, Connecticut
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Executive offices and sales office
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11,100
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Leased
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October 31, 2025
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|||||
Ithaca, New York
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Hardware design and development, assembly and service facility
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73,900
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Leased
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May 31, 2025
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|||||
Las Vegas, Nevada
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Software design and development and casino and gaming sales office
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19,600
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Leased
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November 30, 2025
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|||||
Doncaster, UK
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Sales office and service center
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6,000
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Leased
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August 24, 2026
|
|||||
Macau, China
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Sales office
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180
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Leased
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April 30, 2024
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|||||
110,780
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Year Ended
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Year Ended
|
|||||||||||||||||||||||
(In thousands, except percentages)
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December 31, 2023
|
December 31, 2022
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$ Change
|
% Change
|
||||||||||||||||||||
Food service technology
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$
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16,308
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22.5
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%
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$
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12,364
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21.3
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%
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$
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3,944
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31.9
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%
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||||||||||||
POS automation
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6,922
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9.5
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%
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10,659
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18.3
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%
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$
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(3,737
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)
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(35.1
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%)
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|||||||||||||
Casino and gaming
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41,192
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56.7
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%
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30,029
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51.7
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%
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$
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11,163
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37.2
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%
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||||||||||||||
TSG
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8,209
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11.3
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%
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5,087
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8.7
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%
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$
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3,122
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61.4
|
%
|
||||||||||||||
$
|
72,631
|
100.0
|
%
|
$
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58,139
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100.0
|
%
|
$
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14,492
|
24.9
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%
|
|||||||||||||
International*
|
$
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14,571
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20.1
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%
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$
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14,105
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24.3
|
%
|
$
|
$466
|
3.3
|
%
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* |
International sales do not include sales of products to domestic distributors or other customers who in turn ship those products to international destinations.
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Year Ended
|
Year Ended
|
|||||||||||||||||||||||
(In thousands, except percentages)
|
December 31, 2023
|
December 31, 2022
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$ Change
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% Change
|
||||||||||||||||||||
Domestic
|
$
|
15,159
|
93.0
|
%
|
$
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11,602
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93.8
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%
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$
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3,557
|
30.7
|
%
|
||||||||||||
International
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1,149
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7.0
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%
|
762
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6.2
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%
|
387
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50.8
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%
|
|||||||||||||||
$
|
16,308
|
100.0
|
%
|
$
|
12,364
|
100.0
|
%
|
$
|
3,944
|
31.9
|
%
|
Year Ended
|
Year Ended
|
|||||||||||||||||||||||
(In thousands, except percentages)
|
December 31, 2023
|
December 31, 2022
|
$ Change
|
% Change
|
||||||||||||||||||||
Hardware
|
$
|
5,170
|
31.7
|
%
|
$
|
3,653
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29.5
|
%
|
$
|
1,517
|
41.5
|
%
|
||||||||||||
Software, labels and other recurring revenue
|
11,138
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68.3
|
%
|
8,711
|
70.5
|
%
|
2,427
|
27.9
|
%
|
|||||||||||||||
$
|
16,308
|
100.0
|
%
|
$
|
12,364
|
100.0
|
%
|
$
|
3,944
|
31.9
|
%
|
Year Ended
|
Year Ended
|
|||||||||||||||||||||||
(In thousands, except percentages)
|
December 31, 2023
|
December 31, 2022
|
$ Change
|
% Change
|
||||||||||||||||||||
Domestic
|
$
|
6,805
|
98.3
|
%
|
$
|
10,657
|
100.0
|
%
|
$
|
(3,852
|
)
|
(36.1
|
%)
|
|||||||||||
International
|
117
|
1.7
|
%
|
2
|
--
|
115
|
--
|
|||||||||||||||||
$
|
6,922
|
100.0
|
%
|
$
|
10,659
|
100.0
|
%
|
$
|
(3,737
|
)
|
(35.1
|
%)
|
Year Ended
|
Year Ended
|
|||||||||||||||||||||||
(In thousands, except percentages)
|
December 31, 2023
|
December 31, 2022
|
$ Change
|
% Change
|
||||||||||||||||||||
Domestic
|
$
|
28,715
|
69.7
|
%
|
$
|
17,686
|
58.9
|
%
|
$
|
11,029
|
62.4
|
%
|
||||||||||||
International
|
12,477
|
30.3
|
%
|
12,343
|
41.1
|
%
|
134
|
1.1
|
%
|
|||||||||||||||
$
|
41,192
|
100.0
|
%
|
$
|
30,029
|
100.0
|
%
|
$
|
11,163
|
37.2
|
%
|
Year Ended
|
Year Ended
|
|||||||||||||||||||||||
(In thousands, except percentages)
|
December 31, 2023
|
December 31, 2022
|
$ Change
|
% Change
|
||||||||||||||||||||
Domestic
|
$
|
7,381
|
89.9
|
%
|
$
|
4,089
|
80.4
|
%
|
$
|
3,292
|
80.5
|
%
|
||||||||||||
International
|
828
|
10.1
|
%
|
998
|
19.6
|
%
|
(170
|
)
|
(17.0
|
%)
|
||||||||||||||
$
|
8,209
|
100.0
|
%
|
$
|
5,087
|
100.0
|
%
|
$
|
3,122
|
61.4
|
%
|
Year Ended December 31,
|
Percent
|
Percent of
|
Percent of
|
|||||||||||||||
2023
|
2022
|
Change
|
Total Sales - 2023
|
Total Sales - 2022
|
||||||||||||||
$
|
38,400
|
$
|
24,412
|
57.3
|
%
|
52.9
|
%
|
42.0
|
%
|
Year Ended December 31,
|
Percent
|
Percent of
|
Percent of
|
|||||||||||||||
2023
|
2022
|
Change
|
Total Sales - 2023
|
Total Sales - 2022
|
||||||||||||||
$
|
9,442
|
$
|
8,570
|
10.2
|
%
|
13.0
|
%
|
14.7
|
%
|
Year Ended December 31,
|
Percent
|
Percent of
|
Percent of
|
|||||||||||||||
2023
|
2022
|
Change
|
Total Sales - 2023
|
Total Sales - 2022
|
||||||||||||||
$
|
9,934
|
$
|
11,326
|
(12.3
|
%)
|
13.7
|
%
|
19.5
|
%
|
Year Ended December 31,
|
Percent
|
Percent of
|
Percent of
|
|||||||||||||||
2023
|
2022
|
Change
|
Total Sales - 2023
|
Total Sales - 2022
|
||||||||||||||
$
|
13,318
|
$
|
12,193
|
9.2
|
%
|
18.3
|
%
|
21.0
|
%
|
Year Ended December 31,
|
Percent
|
Percent of
|
Percent of
|
|||||||||||||||
2023
|
2022
|
Change
|
Total Sales – 2023
|
Total Sales – 2022
|
||||||||||||||
$
|
5,706
|
$
|
(7,677
|
)
|
174.3
|
%
|
7.9
|
%
|
(13.2
|
%)
|
• |
We reported net income of $4.7 million.
|
• |
We recorded depreciation and amortization of $1.5 million and share-based compensation expense of $0.9 million.
|
• |
We recorded a decrease in our deferred tax assets of $1.0 million due to our net income in 2023.
|
• |
Accounts receivable decreased $4.2 million primarily due to decreased sales volume during the fourth quarter of 2023.
|
• |
Inventories increased $5.7 million primarily due to strategic purchases, including initial stocking orders related to the launch of our new BOHA! Terminal 2 and
Epic TR80 in the fourth quarter of 2023, and declining sales during the four quarters in 2023. We expect our inventories to gradually decline as we sell through our existing stock during 2024.
|
• |
Accounts payable used $3.0 million in cash due to increased inventory purchases and the timing of cash disbursements.
|
• |
We reported a net loss of $5.9 million.
|
•
|
We recorded depreciation and amortization of $1.3 million and share-based compensation expense of $1.2
million.
|
•
|
We recorded an increase in our deferred tax assets of $2.2 million due to our net loss in 2022.
|
• |
Accounts receivable increased $6.4 million primarily due to increased sales volume during the fourth quarter of 2022.
|
•
|
Inventories increased $4.4 million primarily due to strategic purchases of electronic and other parts to
support our sales growth.
|
• |
Accounts payable provided $3.2 million in cash due to increased inventory purchases and the timing of cash disbursements.
|
(i) |
The extension of the maturity date from March 13, 2023 to March 13, 2025; and
|
(ii) |
The termination of the existing blocked account control agreement and entry into a new “springing” deposit account control agreement, permitting the Company to direct
the use of funds in its deposit account until such time as (a) the sum of excess availability under the Siena Credit Facility and unrestricted cash is less than $5 million for 3 consecutive business days or (b) an event of default occurs
and is continuing.
|
(a) |
None
|
(b) |
During the fourth quarter of 2023, no director or officer of the Company
|
Plan category
|
(a)
Number of
securities to be
issued upon exercise
of outstanding
options, warrants
and rights
|
(b)
Weighted-
average
exercise price
of outstanding
options, warrants
and rights
|
(c)
Number of securities
remaining available for
future issuance under
equity compensation plans
(excluding securities
reflected in column (a)
|
|||||||||
Equity compensation plans approved by security holders:
|
||||||||||||
2005 Equity Incentive Plan
|
76,000
|
$
|
11.61
|
–
|
||||||||
2014 Equity Incentive Plan
|
1,423,011
|
7.53
|
981,769
|
|||||||||
Total
|
1,499,011
|
$
|
7.73
|
981,769
|
(a) |
The following documents are filed as part of this Form 10-K:
|
1. |
Financial Statements.
|
Report of Independent Registered Public Accounting Firm
|
Consolidated Balance Sheets as of December 31, 2023 and 2022
|
Consolidated Statements of Operations for the years ended December 31, 2023 and 2022
|
Consolidated Statements of Comprehensive Loss for the years ended December 31, 2023 and 2022
|
Consolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, 2023 and 2022
|
Consolidated Statements of Cash Flows for the years ended December 31, 2023 and 2022
|
Notes to Consolidated Financial Statements
|
2. |
Schedules.
|
3. |
Exhibits
|
Certificate of Incorporation of TransAct Technologies Incorporated (conformed copy) (incorporated by reference to Exhibit 3.2 of the Company’s
Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on August 18, 2022).
|
|
Certificate of Designation, Series A Preferred Stock, filed with the
Secretary of State of Delaware on December 2, 1997 (incorporated by reference to Exhibit C of the Form of Amended and Restated Rights Agreement, dated as of February 16, 1999, between TransAct Technologies Incorporated and
American Stock Transfer & Trust Company filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on February 18, 1999.”
|
|
Certificate of Designation, Series B Preferred Stock, filed with the Secretary of State of Delaware on April 6, 2000 (incorporated by reference
to Exhibit 3.1(c) of the Company’s Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on May 8, 2000).
|
|
Amended and Restated By-Laws of TransAct Technologies Incorporated (incorporated by reference to Exhibit 3.2 of the Company’s Annual Report on
Form 10-K (SEC File No. 000-21121) filed with the SEC on March 28, 2023).
|
|
Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.1 of the Company’s Registration Statement on Form S-1/A (No. 333-06895)
filed with the SEC on August 1, 1996).
|
|
4.2*
|
Description of Securities.
|
10.1(x)
|
2005 Equity Incentive Plan (incorporated by reference to Exhibit 99.1 of the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed
with the SEC on June 1, 2005).
|
10.2(x)
|
TransAct Technologies Incorporated 2014 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form
8-K (SEC File No. 000-21121) filed with the SEC on May 19, 2014).
|
10.3(x)
|
Amendment to 2014 Equity Incentive Plan approved by Shareholders on May 22, 2017 (incorporated by reference to Exhibit 10.1 of the Company’s
Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on August 9, 2017).
|
10.4(x)
|
TransAct Technologies Incorporated 2014 Equity Incentive Plan, as Amended and Restated in 2020 (incorporated by reference to Exhibit I to the
Definitive Proxy Statement on Schedule 14A filed with the Commission on April 23, 2020, File No. 000-21121).
|
10.5(x)
|
TransAct Technologies Incorporated 2014 Equity Incentive Plan, as Amended and Restated in 2023 (incorporated by reference to Exhibit I to the
Definitive Proxy Statement on Schedule 14A filed with the Commission on April 21, 2023, File No. 000-21121).
|
10.6(x)
|
2014 Equity Incentive Plan Time-based Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly
Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on May 6, 2016).
|
10.7(x)
|
2014 Equity Incentive Plan Performance-based Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.1 of the Company’s
Quarterly Report on Form 10-Q (SEC File No. 000-211121) filed with the SEC on August 8, 2016).
|
10.8(x)
|
2014 Equity Incentive Plan Non-statutory Stock Option Agreement (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on
Form 8-K (SEC File No. 000-21121) filed with the SEC on May 19, 2014).
|
10.9(x)
|
Severance Agreement by and between TransAct and Steven A. DeMartino, dated June 1, 2004 (incorporated by reference to Exhibit 10.8 of the
Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 16, 2005).
|
10.10(x)
|
Amendment to Severance Agreement by and between TransAct and Steven A. DeMartino, effective January 1, 2008 (incorporated by reference to Exhibit
10.12 of the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 16, 2009).
|
10.11(x)
|
Severance Agreement by and between TransAct and Andrew J. Hoffman (as amended), effective December 23, 2008 (incorporated by reference to Exhibit
10.10 of the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 24, 2022).
|
10.12(x)
|
Second Amendment to Severance Agreement by and between TransAct and Steven A. DeMartino, effective April 29, 2021 (incorporated by reference to
Exhibit 10.11 of the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 24, 2022).
|
Amended and Restated Employment Agreement, dated as of December 14, 2022, by and between TransAct Technologies Incorporated and Bart C. Shuldman
(incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on December 27, 2022).
|
|
Separation Agreement and General Release, dated April 20, 2023, between the Company and Bart C. Shuldman (incorporated by reference to Exhibit
10.1 of Amendment No. 1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on April 26, 2023).
|
|
Letter Agreement, dated April 24, 2023, between the Company and John M. Dillon (incorporated by reference to Exhibit 10.2 of Amendment No. 1 to
the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on April 26, 2023).
|
|
Lease Agreement between Bomax Properties, LLC and TransAct, dated July 18, 2001.*
|
|
Amendment No. 1 to Lease Agreement between Bomax Properties, LLC and TransAct, dated May 8, 2012 (incorporated by reference to Exhibit 10.16 of
the Company’s Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on May 10, 2012).
|
|
Amendment No. 2 to Lease Agreement between Bomax Properties, LLC and TransAct, dated January 14, 2016 (incorporated by reference to Exhibit 10.13
of the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 11, 2016).
|
|
Amendment No. 3 to Lease Agreement between Bomax Properties, LLC and TransAct, dated February 29, 2020 (incorporated by reference to Exhibit 10.1
to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on March 4, 2020).
|
|
Lease Agreement by and between Las Vegas Airport Properties LLC and TransAct dated December 2, 2004 (incorporated by reference to Exhibit 10.13
of the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 16, 2005).
|
|
First Amendment to Lease Agreement by and between CIP Hughes Center LLC and TransAct dated August 24, 2009 (incorporated by reference to Exhibit
10.19 of the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 16, 2010).
|
|
Second Amendment to Lease Agreement by and between The Realty Associates Fund IX LP and TransAct dated June 30, 2015 (incorporated by reference
to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on August 7, 2015).
|
|
Lease Agreement by and between 2319 Hamden Center I, L.L.C. and TransAct dated November 27, 2006 (incorporated by reference to Exhibit 10.14 of
the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 15, 2007).
|
|
First Amendment to Lease by and between 2319 Hamden Center I, L.L.C. and TransAct dated January 3, 2017 (incorporated by reference to Exhibit
10.20 of the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 16, 2017).
|
|
Second Amendment to Lease by and between 2319 Hamden Center I, L.L.C. and TransAct Technologies dated April 30, 2021 (incorporated by reference
to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on May 13, 2021).
|
|
Loan and Security Agreement, dated as of March 13, 2020, among Siena Lending Group LLC, TransAct Technologies Incorporated and the other Loan
Parties from time to time party thereto (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on May 22, 2020).
|
|
Amendment No. 1 To Loan and Security Agreement, dated as of July 21, 2021, among Siena Lending Group and TransAct Technologies Incorporated
(incorporated by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on July 26, 2021)
|
|
Amendment No. 2 To Loan and Security Agreement, dated as of July 19, 2022, between Siena Lending Group LLC and TransAct Technologies Incorporated
(incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on July 25, 2022).
|
|
Amended and Restated Fee Letter, dated as of July 19, 2022, between Siena Lending Group LLC and TransAct Technologies Incorporated (incorporated
by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on July 25, 2022).
|
|
Letter Amendment, dated May 1, 2023, to Loan and Security Agreement between Siena Lending Group LLC and TransAct Technologies Incorporated
(incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on May 4, 2023).
|
|
Master License Agreement dated February 22, 2019 and amendments thereto (incorporated by reference to Exhibit 10.24 to the Company’s Annual
Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 12, 2021).
|
|
Master Development and License Agreement dated July 20, 2018 (incorporated by reference to Exhibit 10.25 to the Company’s Annual Report on Form 10-K
(SEC File No. 000-21121) filed with the SEC on March 12, 2021).
|
Subsidiaries of the Company (incorporated by reference to Exhibit 21 to the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with
the SEC on March 12, 2021)
|
|
23.1*
|
Consent of Marcum LLP
|
31.1*
|
Rule 13a-14(a) Certification of Chief Executive Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.
|
31.2*
|
Rule 13a-14(a) Certification of Chief Financial Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.
|
32‡
|
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
|
97*
|
TransAct Technologies Incorporated Clawback Policy in the Event of a Financial Restatement
|
101.INS
|
Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the
Inline XBRL document).
|
101.SCH
|
Inline XBRL Taxonomy Extension Schema Document.
|
101.CAL
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
|
101.DEF
|
Inline XBRL Taxonomy Extension Definition Linkbase Document.
|
101.LAB
|
Inline XBRL Taxonomy Extension Label Linkbase Document.
|
101.PRE
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
|
104
|
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
|
(x) |
Management contract or compensatory plan or arrangement.
|
* |
These exhibits are filed herewith.
|
† |
Certain portions of this exhibit (indicated by “[***]”) have been omitted pursuant to Item (601)(b)(10) of Regulation S-K.
|
‡ |
These exhibits are furnished herewith.
|
(b) |
Exhibits.
|
(c) |
Financial Statement Schedules.
|
TRANSACT TECHNOLOGIES INCORPORATED
|
||
By:
|
/s/ John M. Dillon
|
|
Name:
|
John M. Dillon
|
|
Title:
|
Chief Executive Officer
|
Signature
|
Title
|
Date
|
||||
/s/ John M. Dillon
|
Chief Executive Officer and Director
|
March 13, 2024
|
||||
John M. Dillon
|
(Principal Executive Officer)
|
|||||
/s/ Steven A. DeMartino
|
President, Chief Financial Officer, Treasurer and Secretary
|
March 13, 2024
|
||||
Steven A. DeMartino
|
(Principal Financial Officer)
|
|||||
/s/ William J. DeFrances
|
Vice President and Chief Accounting Officer
|
March 13, 2024
|
||||
William J. DeFrances
|
(Principal Accounting Officer)
|
|||||
/s/ Haydee Ortiz Olinger
|
Chair of the Board
|
March 13, 2024
|
||||
Haydee Ortiz Olinger
|
||||||
/s/ Audrey P. Dunning
|
Director
|
March 13, 2024
|
||||
Audrey P. Dunning
|
||||||
/s/ Daniel M. Friedberg
|
Director
|
March 13, 2024
|
||||
Daniel M. Friedberg
|
||||||
/s/ Randall S. Friedman
|
Director
|
March 13, 2024
|
||||
Randall S. Friedman
|
||||||
/s/ Emanuel P. N. Hilario
|
Director
|
March 13, 2024
|
||||
Emanuel P. N. Hilario
|
Consolidated Financial Statements
|
||
F-2
|
||
Consolidated Balance Sheets as of December 31, 2023 and 2022
|
F-4
|
|
Consolidated Statements of Operations for the years ended December 31, 2023 and 2022
|
F-5
|
|
Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2023 and 2022
|
F-6
|
|
Consolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, 2023 and 2022
|
F-7
|
|
Consolidated Statements of Cash Flows for the years ended December 31, 2023 and 2022
|
F-8
|
|
F-9
|
December 31,
2023
|
December 31,
2022
|
|||||||
Assets:
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
|
$
|
|
||||
Accounts receivable (net of allowance for expected credit losses of $
|
|
|
||||||
Employee retention credit receivable
|
|
|
||||||
Inventories
|
|
|
||||||
Prepaid income taxes
|
|
|
||||||
Other current assets
|
|
|
||||||
Total current assets
|
|
|
||||||
Fixed assets, net
|
|
|
||||||
Right-of-use assets
|
|
|
||||||
Goodwill
|
|
|
||||||
Deferred tax assets
|
|
|
||||||
Intangible assets, net
|
|
|
||||||
Other assets
|
|
|
||||||
|
|
|||||||
Total assets
|
$
|
|
$
|
|
||||
Liabilities and Shareholders’ Equity:
|
||||||||
Current liabilities:
|
||||||||
Revolving loan payable
|
$
|
|
$
|
|
||||
Accounts payable
|
|
|
||||||
Accrued liabilities
|
|
|
||||||
Lease liabilities
|
|
|
||||||
Deferred revenue
|
|
|
||||||
Total current liabilities
|
|
|
||||||
Deferred revenue, net of current portion
|
|
|
||||||
Lease liabilities, net of current portion
|
|
|
||||||
Other liabilities
|
|
|
||||||
|
|
|||||||
Total liabilities
|
|
|
||||||
Commitments and contingencies (see Notes 8 and 14)
|
||||||||
Shareholders’ equity:
|
||||||||
Preferred stock, $
|
|
|
||||||
Preferred stock, Series A, $
|
|
|
||||||
Common stock, $
|
|
|
||||||
Additional paid-in capital
|
|
|
||||||
Retained earnings
|
|
|
||||||
Accumulated other comprehensive loss, net of tax
|
(
|
)
|
(
|
)
|
||||
Treasury stock,
|
(
|
)
|
(
|
)
|
||||
Total shareholders’ equity
|
|
|
||||||
Total liabilities and shareholders’ equity
|
$
|
|
$
|
|
Years Ended December 31,
|
||||||||
2023
|
2022
|
|||||||
Net sales
|
$
|
|
$
|
|
||||
Cost of sales
|
|
|
||||||
Gross profit
|
|
|
||||||
Operating expenses:
|
||||||||
Engineering, design and product development
|
|
|
||||||
Selling and marketing
|
|
|
||||||
General and administrative
|
|
|
||||||
|
|
|||||||
Operating income (loss)
|
|
(
|
)
|
|||||
Interest and other income (expense):
|
||||||||
Interest expense
|
(
|
)
|
(
|
)
|
||||
Interest income
|
|
|
||||||
Other, net
|
|
(
|
)
|
|||||
|
(
|
)
|
||||||
Income (loss) before income taxes
|
|
(
|
)
|
|||||
Income tax (expense) benefit
|
(
|
)
|
|
|||||
Net income (loss)
|
$
|
|
$
|
(
|
)
|
|||
Net income (loss) per common share:
|
||||||||
Basic
|
$
|
|
$
|
(
|
)
|
|||
Diluted
|
$
|
|
$
|
(
|
)
|
|||
Shares used in per-share calculation:
|
||||||||
Basic
|
|
|
||||||
Diluted
|
|
|
Years Ended December 31,
|
||||||||
2023
|
2022
|
|||||||
Net income (loss)
|
$
|
|
$
|
(
|
)
|
|||
Foreign currency translation adjustment, net of tax
|
|
(
|
)
|
|||||
Comprehensive income (loss)
|
$
|
|
$
|
(
|
)
|
Common Stock
|
Additional
Paid-in
|
Retained
|
Treasury
|
Accumulated
Other
Comprehensive
|
Total
|
|||||||||||||||||||||||
Shares
|
Amount
|
Capital
|
Earnings
|
Stock
|
Income (Loss)
|
Equity
|
||||||||||||||||||||||
Balance, December 31, 2021
|
|
$
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
$
|
|
||||||||||||||
Issuance of common stock from exercise of stock options
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Issuance of common stock on restricted stock units
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Relinquishment of stock awards and deferred stock units to pay withholding taxes
|
(
|
)
|
|
(
|
)
|
|
|
|
(
|
)
|
||||||||||||||||||
Share-based compensation expense
|
–
|
|
|
|
|
|
|
|||||||||||||||||||||
Foreign currency translation adjustment, net of tax
|
–
|
|
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||||||||
Net loss
|
–
|
|
|
(
|
)
|
|
|
(
|
)
|
|||||||||||||||||||
Balance, December 31, 2022
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|||||||||||||||||||
Issuance of common stock from exercise of stock options
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Issuance of common stock on restricted stock units
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Relinquishment of stock awards and deferred stock units to pay withholding taxes
|
(
|
)
|
|
(
|
)
|
|
|
|
(
|
)
|
||||||||||||||||||
Share-based compensation expense
|
–
|
|
|
|
|
|
|
|||||||||||||||||||||
Foreign currency translation adjustment, net of tax
|
–
|
|
|
|
|
|
|
|||||||||||||||||||||
Net income
|
–
|
|
|
|
|
|
|
|||||||||||||||||||||
Balance, December 31, 2023
|
|
$
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
(
|
)
|
$
|
|
Years Ended December 31,
|
||||||||
2023
|
2022
|
|||||||
Cash flows from operating activities:
|
||||||||
Net income (loss)
|
$
|
|
$
|
(
|
)
|
|||
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
|
||||||||
Share-based compensation expense
|
|
|
||||||
Depreciation and amortization
|
|
|
||||||
Deferred income tax benefit
|
|
(
|
)
|
|||||
Loss on the disposal of fixed assets
|
|
|
||||||
Foreign currency transaction losses
|
(
|
)
|
|
|||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
|
(
|
)
|
|||||
Employee retention credit receivable
|
|
|
||||||
Inventories
|
(
|
)
|
(
|
)
|
||||
Prepaid income taxes
|
(
|
)
|
|
|||||
Other current and long-term assets
|
(
|
)
|
|
|||||
Accounts payable
|
(
|
)
|
|
|||||
Accrued liabilities and other liabilities
|
|
|
||||||
Net cash provided by (used in) operating activities
|
|
(
|
)
|
|||||
Cash flows from investing activities:
|
||||||||
Capital expenditures
|
(
|
)
|
(
|
)
|
||||
Net cash used in investing activities
|
(
|
)
|
(
|
)
|
||||
Cash flows from financing activities:
|
||||||||
Proceeds from bank borrowings
|
|
|
||||||
Withholding taxes paid on stock issuance
|
(
|
)
|
(
|
)
|
||||
Payment of bank financing costs
|
|
(
|
)
|
|||||
Net cash (used in) provided by financing activities
|
(
|
)
|
|
|||||
Effect of exchange rate changes on cash and cash equivalents
|
(
|
)
|
(
|
)
|
||||
Increase (decrease) in cash and cash equivalents
|
|
(
|
)
|
|||||
Cash and cash equivalents, beginning of period
|
|
|
||||||
Cash and cash equivalents, end of period
|
$
|
|
$
|
|
||||
Supplemental cash flow information:
|
||||||||
Interest paid
|
$
|
|
$
|
|
||||
Income taxes paid
|
|
|
||||||
Non-cash capital expenditures
|
|
|
Years Ended December 31,
|
||||||||
(In thousands)
|
2023
|
2022
|
||||||
Balance, beginning of period
|
$
|
|
$
|
|
||||
Additions charged to costs and expenses
|
|
|
||||||
Deductions
|
(
|
)
|
(
|
)
|
||||
Balance, end of period
|
$
|
|
$
|
|
Year Ended December 31, 2023
|
||||||||||||
(In thousands)
|
United States
|
International
|
Total
|
|||||||||
Food service technology
|
$
|
|
$
|
|
$
|
|
||||||
POS automation
|
|
|
|
|||||||||
Casino and gaming
|
|
|
|
|||||||||
TransAct Services Group
|
|
|
|
|||||||||
Total net sales
|
$
|
|
$
|
|
$
|
|
Year Ended December 31, 2022
|
||||||||||||
(In thousands)
|
United States
|
International
|
Total
|
|||||||||
Food service technology
|
$
|
|
$
|
|
$
|
|
||||||
POS automation
|
|
|
|
|||||||||
Casino and gaming
|
|
|
|
|||||||||
TransAct Services Group
|
|
|
|
|
||||||||
Total net sales
|
$
|
|
$
|
|
$
|
|
December 31,
|
||||||||
(In thousands)
|
2023
|
2022
|
||||||
Unbilled receivables, current
|
$
|
|
$
|
|
||||
Unbilled receivables, non-current
|
|
|
||||||
Customer pre-payments
|
(
|
)
|
(
|
)
|
||||
Deferred revenue, current
|
(
|
)
|
(
|
)
|
||||
Deferred revenue, non-current
|
(
|
)
|
(
|
)
|
||||
Net contract (liabilities) assets
|
$
|
(
|
)
|
$
|
(
|
)
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
International Gaming Technology (“IGT”)
|
|
%
|
|
%
|
||||
The Bright Group
|
|
%
|
|
%
|
December 31,
|
||||||||
2023
|
2022
|
|||||||
IGT
|
|
%
|
|
%
|
December 31,
|
||||||||
(In thousands)
|
2023
|
2022
|
|
|||||
Raw materials and purchased component parts
|
$
|
|
$
|
|
||||
Finished goods
|
|
|
||||||
$
|
|
$
|
|
December 31,
|
||||||||
(In thousands)
|
2023
|
2022
|
||||||
Tooling, machinery and equipment
|
$
|
|
$
|
|
||||
Furniture and office equipment
|
|
|
||||||
Computer software and equipment
|
|
|
||||||
Leasehold improvements
|
|
|
||||||
|
|
|||||||
Less: Accumulated depreciation and amortization
|
(
|
)
|
(
|
)
|
||||
|
|
|||||||
Construction in-process
|
|
|
||||||
$
|
|
$
|
|
December 31,
|
||||||||||||||||
2023
|
2022
|
|||||||||||||||
(In thousands)
|
Gross Amount
|
Accumulated Amortization
|
Gross Amount
|
Accumulated Amortization
|
||||||||||||
Purchased technology
|
$
|
|
$
|
(
|
)
|
$
|
|
$
|
(
|
)
|
||||||
Patents
|
|
(
|
)
|
|
(
|
)
|
||||||||||
Total
|
$
|
|
$
|
(
|
)
|
$
|
|
$
|
(
|
)
|
December 31,
|
||||||||
(In thousands)
|
2023
|
2022
|
||||||
Salaries and compensation related
|
$
|
|
$
|
|
||||
Taxes
|
|
|
||||||
Professional and consulting
|
|
|
||||||
Other
|
|
|
||||||
$
|
|
$
|
|
(i)
|
The extension of the maturity date from March 13, 2023 to March 13, 2025; and
|
(ii)
|
The termination of the existing blocked account control agreement and entry into a new “springing” deposit account control agreement,
permitting the Company to direct the use of funds in its deposit account until such time as (a) the sum of excess availability under the Siena Credit Facility and unrestricted cash is less than $
|
Years ended December 31,
|
||||||||
2023
|
2022
|
|||||||
Expected option term (in years)
|
|
|
||||||
Expected volatility
|
|
%
|
|
%
|
||||
Risk-free interest rate
|
|
%
|
|
%
|
||||
Dividend yield
|
|
%
|
|
%
|
Stock Options
|
Restricted Stock Units
|
|||||||||||||||
Number of Shares
|
Average Price*
|
Number of Units
|
Average Price**
|
|||||||||||||
Outstanding at December 31, 2022
|
|
$
|
|
|
$
|
|
||||||||||
Granted
|
|
|
|
|
||||||||||||
Exercised
|
(
|
)
|
|
(
|
)
|
|
||||||||||
Forfeited
|
(
|
)
|
|
(
|
)
|
|
||||||||||
Expired
|
(
|
)
|
|
|
|
|||||||||||
Outstanding at December 31, 2023
|
|
$
|
|
|
$
|
|
* |
|
** |
|
Equity Awards Vested and Expected to Vest
|
Equity Awards That Are Exercisable
|
|||||||||||||||||||||||||||||||
Awards
|
Average Price*
|
Aggregate Intrinsic Value
|
Remaining Term**
|
Awards
|
Average Price*
|
Aggregate Intrinsic Value
|
Remaining Term**
|
|||||||||||||||||||||||||
Stock Options
|
|
$
|
|
$
|
|
|
|
$
|
|
$
|
|
|
||||||||||||||||||||
Restricted stock units
|
|
|
|
|
–
|
–
|
–
|
–
|
* |
weighted average exercise price per share
|
** |
|
December 31,
|
||||||||
(In thousands)
|
2023
|
2022
|
||||||
Current:
|
||||||||
Federal
|
$
|
(
|
)
|
$
|
|
|||
State
|
|
|
||||||
Foreign
|
|
(
|
)
|
|||||
|
|
|||||||
Deferred:
|
||||||||
Federal
|
|
(
|
)
|
|||||
State
|
|
(
|
)
|
|||||
Foreign
|
|
|
||||||
|
(
|
)
|
||||||
Income tax expense (benefit)
|
$
|
|
$
|
(
|
)
|
December 31,
|
||||||||
(In thousands)
|
2023
|
2022
|
||||||
Deferred tax assets:
|
||||||||
Federal net operating losses
|
$
|
|
$
|
|
||||
Foreign net operating losses
|
|
|
||||||
State net operating losses
|
|
|
||||||
Accrued severance
|
|
|
||||||
Capitalized R&D expenses
|
|
|
||||||
Inventory reserves
|
|
|
||||||
Deferred revenue
|
|
|
||||||
Warranty reserve
|
|
|
||||||
Stock compensation expense
|
|
|
||||||
Other accrued compensation
|
|
|
||||||
R&D credit carryforward
|
|
|
||||||
Other Assets
|
||||||||
Other liabilities and reserves
|
|
|
||||||
Gross deferred tax assets
|
|
|
||||||
Valuation allowance
|
(
|
)
|
(
|
)
|
||||
Net deferred tax assets
|
|
|
||||||
Deferred tax liabilities:
|
||||||||
Depreciation and amortization
|
|
|
||||||
Other
|
|
|
||||||
Net deferred tax liabilities
|
|
|
||||||
Total net deferred tax assets
|
$
|
|
$
|
|
Year Ended December 31,
|
||||||||
(In thousands)
|
2023
|
2022
|
||||||
Balance, beginning of period
|
$
|
|
$
|
|
||||
Subtractions released to income tax provisions
|
|
(
|
)
|
|||||
Additions charged to income tax provision
|
|
|
||||||
Balance, end of period
|
$
|
|
$
|
|
Year Ended December 31,
|
||||||||
2023
|
2022
|
|||||||
Federal statutory rate
|
|
%
|
|
%
|
||||
R&D credit
|
(
|
)
|
|
|||||
Foreign-derived intangible income deduction |
( |
) | ||||||
Stock award excess tax benefit
|
|
|
||||||
State income taxes, net of federal income taxes
|
|
|
||||||
Business meals and entertainment
|
|
|
||||||
Executive compensation limitation
|
|
|
||||||
Uncertain tax positions
|
|
(
|
)
|
|||||
Stock option cancellations
|
|
(
|
)
|
|||||
Valuation allowance and tax accruals
|
|
|
||||||
Other
|
|
(
|
)
|
|||||
Effective tax rate
|
|
%
|
|
%
|
December 31,
|
||||||||
(In thousands)
|
2023
|
2022
|
||||||
Balance, beginning of period
|
$
|
|
$
|
|
||||
Tax positions taken during the current period
|
|
|
||||||
Lapse of statute of limitations
|
(
|
)
|
(
|
)
|
||||
Balance, end of period
|
$
|
|
$
|
|
Years Ended December 31,
|
||||||||
2023
|
2022
|
|||||||
Net income (loss)
|
$
|
|
|
$
|
(
|
)
|
||
Shares:
|
||||||||
Basic: Weighted average common shares outstanding
|
|
|
||||||
Add: Dilutive effect of outstanding equity awards as determined by the treasury stock method
|
|
|
||||||
Diluted: Weighted average common and common equivalent shares outstanding
|
|
|
||||||
Net income (loss) per common share:
|
||||||||
Basic
|
$
|
|
|
$
|
(
|
)
|
||
Diluted
|
|
|
(
|
)
|
Years Ended December 31,
|
||||||||
(In thousands)
|
2023
|
2022
|
||||||
Net sales:
|
||||||||
United States
|
$
|
|
$
|
|
||||
International
|
|
|
||||||
Total
|
$
|
|
$
|
|
||||
Fixed assets, net:
|
||||||||
United States
|
$
|
|
$
|
|
||||
International
|
|
|
||||||
Total
|
$
|
|
$
|
|
Years Ended December 31,
|
||||||||
2023
|
2022
|
|||||||
Operating cash outflows from leases
|
$
|
|
$
|
|
Years Ended December 31,
|
||||||||
2023
|
2022
|
|||||||
Weighted average remaining lease term (in years)
|
|
|
||||||
Weighted average discount rate
|
|
%
|
|
%
|
December 31, 2023
|
||||
2024
|
$
|
|
||
2025
|
|
|||
2026
|
|
|||
Total undiscounted lease payments
|
|
|||
Less imputed interest
|
|
|||
Total lease liabilities
|
$
|
|
Quarter Ended
|
||||||||||||||||
(In thousands, except per share amounts)
|
March 31
|
June 30
|
September 30
|
December 31
|
||||||||||||
2023:
|
||||||||||||||||
Net sales
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
Gross profit
|
|
|
|
|
||||||||||||
Net income (loss)
|
|
|
|
(
|
)
|
|||||||||||
Net income (loss) per common share:
|
||||||||||||||||
Basic
|
|
|
|
(
|
)
|
|||||||||||
Diluted
|
|
|
|
(
|
)
|
|||||||||||
2022:
|
||||||||||||||||
Net sales
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
Gross profit
|
|
|
|
|
||||||||||||
Net (loss) income
|
(
|
)
|
(
|
)
|
|
|
||||||||||
Net (loss) income per common share:
|
||||||||||||||||
Basic
|
(
|
)
|
(
|
)
|
|
|
||||||||||
Diluted
|
(
|
)
|
(
|
)
|
|
|