x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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06-1456680
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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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One Hamden Center, 2319 Whitney Avenue, 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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(203) 859-6800
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(Registrant’s Telephone Number, Including Area Code)
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Large accelerated filer
o
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Accelerated filer
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Non-accelerated filer
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(Do not check if a smaller reporting company)
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Smaller reporting company
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Page
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Item 1
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3
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4
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5
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6
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7
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Item 2
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10
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Item 3
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19
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Item 4
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20
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Item 1
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20
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Item 1A
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20
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Item 5
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21
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Item 6
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21
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22
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June 30,
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December 31,
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||||||
2015
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2014
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||||||
Assets:
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(In thousands, except share data)
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||||||
Current assets:
|
|||||||
Cash and cash equivalents
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$ | 2,293 | $ | 3,131 | |||
Accounts receivable, net
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11,076 | 9,094 | |||||
Inventories
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10,967 | 11,806 | |||||
Prepaid income taxes
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637 | 409 | |||||
Deferred tax assets
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1,806 | 3,068 | |||||
Other current assets
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514 | 489 | |||||
Total current assets
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27,293 | 27,997 | |||||
Fixed assets, net
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2,368 | 2,438 | |||||
Goodwill
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2,621 | 2,621 | |||||
Deferred tax assets
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1,066 | 1,068 | |||||
Intangible assets, net of accumulated amortization of $2,584 and $2,326, respectively
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1,083 | 1,341 | |||||
Other assets
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23 | 26 | |||||
7,161 | 7,494 | ||||||
Total assets
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$ | 34,454 | $ | 35,491 | |||
Liabilities and Shareholders’ Equity:
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|||||||
Current liabilities:
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|||||||
Accounts payable
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$ | 6,235 | $ | 2,365 | |||
Accrued liabilities
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2,400 | 3,320 | |||||
Income taxes payable
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31 | 13 | |||||
Accrued lawsuit settlement expenses
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- | 3,625 | |||||
Deferred revenue
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279 | 313 | |||||
Total current liabilities
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8,945 | 9,636 | |||||
Deferred revenue, net of current portion
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70 | 64 | |||||
Deferred rent, net of current portion
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133 | 172 | |||||
Other liabilities
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249 | 225 | |||||
452 | 461 | ||||||
Total liabilities
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9,397 | 10,097 | |||||
Shareholders’ equity:
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|||||||
Common stock, $0.01 par value, 20,000,000 shares authorized; 11,136,281 and 11,122,293 shares issued, respectively; 7,747,692 and 7,900,257 shares
outstanding, respectively
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111 | 111 | |||||
Additional paid-in capital
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28,557 | 28,167 | |||||
Retained earnings
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22,638 | 22,349 | |||||
Accumulated other comprehensive loss, net of tax
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(68) | (72) | |||||
Treasury stock, at cost, 3,388,589 and 3,222,036 shares
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(26,181) | (25,161) | |||||
Total shareholders’ equity
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25,057 | 25,394 | |||||
Total liabilities and shareholders’ equity
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$ | 34,454 | $ | 35,491 |
Three Months Ended
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Six Months Ended
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||||||||||||||
June 30,
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June 30,
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||||||||||||||
2015
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2014
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2015
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2014
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||||||||||||
(In thousands, except per share data)
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|||||||||||||||
Net sales
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$ | 17,224 | $ | 13,804 | $ | 33,388 | $ | 27,423 | |||||||
Cost of sales
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10,063 | 8,016 | 19,735 | 15,909 | |||||||||||
Gross profit
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7,161 | 5,788 | 13,653 | 11,514 | |||||||||||
Operating expenses:
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|||||||||||||||
Engineering, design and product development
|
860 | 1,151 | 1,728 | 2,381 | |||||||||||
Selling and marketing
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2,100 | 2,257 | 3,923 | 4,222 | |||||||||||
General and administrative
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2,002 | 2,000 | 3,842 | 3,888 | |||||||||||
Legal fees associated with lawsuit (Note 7)
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(6) | 35 | 1,738 | 47 | |||||||||||
4,956 | 5,443 | 11,231 | 10,538 | ||||||||||||
Operating income
|
2,205 | 345 | 2,422 | 976 | |||||||||||
Interest and other income (expense):
|
|||||||||||||||
Interest, net
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(10) | (12) | (16) | (26) | |||||||||||
Other, net
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(26) | (12) | (12) | (20) | |||||||||||
(36) | (24) | (28) | (46) | ||||||||||||
Income before income taxes
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2,169 | 321 | 2,394 | 930 | |||||||||||
Income tax provision
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781 | 146 | 862 | 361 | |||||||||||
Net income
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$ | 1,388 | $ | 175 | $ | 1,532 | $ | 569 | |||||||
Net income per common share:
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|||||||||||||||
Basic
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$ | 0.18 | $ | 0.02 | $ | 0.20 | $ | 0.07 | |||||||
Diluted
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$ | 0.18 | $ | 0.02 | $ | 0.20 | $ | 0.07 | |||||||
Shares used in per-share calculation:
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|||||||||||||||
Basic
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7,798 | 8,376 | 7,827 | 8,374 | |||||||||||
Diluted
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7,819 | 8,520 | 7,847 | 8,538 | |||||||||||
Dividends declared and paid per common share:
|
$ | 0.08 | $ | 0.08 | $ | 0.16 | $ | 0.15 |
Three Months Ended
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Six Months Ended
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||||||||||||||
June 30,
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June 30,
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||||||||||||||
2015
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2014
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2015
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2014
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||||||||||||
(In thousands)
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|||||||||||||||
Net income
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$ | 1,388 | $ | 175 | $ | 1,532 | $ | 569 | |||||||
Foreign currency translation adjustment, net of tax
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13 | 4 | 4 | 5 | |||||||||||
Comprehensive income
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$ | 1,401 | $ | 179 | $ | 1,536 | $ | 574 |
Six Months Ended
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|||||||
June 30,
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2015
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2014
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||||||
(In thousands)
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|||||||
Cash flows from operating activities:
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|||||||
Net income
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$ | 1,532 | $ | 569 | |||
Adjustments to reconcile net income to net cash provided by operating activities:
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|||||||
Share-based compensation expense
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269 | 309 | |||||
Depreciation and amortization
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734 | 727 | |||||
Deferred income tax provision
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1,261 | 22 | |||||
Foreign currency transaction losses
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11 | 17 | |||||
Changes in operating assets and liabilities:
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|||||||
Accounts receivable
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(1,982) | 1,432 | |||||
Inventories
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840 | (499) | |||||
Prepaid income taxes
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(228) | 314 | |||||
Other current and long term assets
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(21) | (41) | |||||
Accounts payable
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3,869 | 658 | |||||
Accrued liabilities and other liabilities
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(4,448) | 340 | |||||
Net cash provided by operating activities
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1,837 | 3,848 | |||||
Cash flows from investing activities:
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|||||||
Capital expenditures
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(407) | (440) | |||||
Net cash used in investing activities
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(407) | (440) | |||||
Cash flows from financing activities:
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|||||||
Revolving credit line borrowings
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2,500 | - | |||||
Revolving credit line payments
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(2,500) | - | |||||
Payment of dividends on common stock
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(1,243) | (1,248) | |||||
Purchases of common stock for treasury
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(1,020) | - | |||||
Net cash used in financing activities
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(2,263) | (1,248) | |||||
Effect of exchange rate changes on cash and cash equivalents
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(5) | (8) | |||||
(Decrease) increase in cash and cash equivalents
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(838) | 2,152 | |||||
Cash and cash equivalents, beginning of period
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3,131 | 2,936 | |||||
Cash and cash equivalents, end of period
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$ | 2,293 | $ | 5,088 | |||
June 30,
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December 31,
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||||||
2015
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2014
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||||||
(In thousands)
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|||||||
Raw materials and purchased component parts
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$ | 6,445 | $ | 6,183 | |||
Work-in-process
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1 | 4 | |||||
Finished goods
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4,521 | 5,619 | |||||
$ | 10,967 | $ | 11,806 |
(In thousands)
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|||
Balance, beginning of period
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$ | 287 | |
Warranties issued
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125 | ||
Warranty settlements
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(149) | ||
Balance, end of period
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$ | 263 |
Three Months Ended
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Six Months Ended
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||||||||||||||
June 30,
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June 30,
|
||||||||||||||
2015
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2014
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2015
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2014
|
||||||||||||
(In thousands, except per share data)
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|||||||||||||||
Net income
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$ | 1,388 | $ | 175 | $ | 1,532 | $ | 569 | |||||||
Shares:
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|||||||||||||||
Basic: Weighted average common shares outstanding
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7,798 | 8,376 | 7,827 | 8,374 | |||||||||||
Add: Dilutive effect of outstanding options as determined by the
treasury stock method
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21 | 144 | 20 | 164 | |||||||||||
Diluted: Weighted average common and common equivalent shares
outstanding
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7,819 | 8,520 | 7,847 | 8,538 | |||||||||||
Net income per common share:
|
|||||||||||||||
Basic
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$ | 0.18 | $ | 0.02 | $ | 0.20 | $ | 0.07 | |||||||
Diluted
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$ | 0.18 | $ | 0.02 | $ | 0.20 | $ | 0.07 |
Balance at December 31, 2014
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$ | 25,394 | |
Net income
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1,532 | ||
Share-based compensation expense
|
269 | ||
Issuance of deferred stock units, net of relinquishments
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121 | ||
Foreign currency translation adjustment
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4 | ||
Dividends declared and paid on common stock
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(1,243) | ||
Purchase of common stock for treasury
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(1,020) | ||
Balance at June 30, 2015
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$ | 25,057 |
Three months ended
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Three months ended
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Change
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|||||||||||||||||||||
June 30, 2015
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June 30, 2014
|
$ | % | ||||||||||||||||||||
Food safety, banking and POS
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$ | 3,427 | 19.9% | $ | 2,747 | 19.9% | $ | 680 | 24.8% | ||||||||||||||
Casino and gaming
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7,257 | 42.1% | 6,124 | 44.3% | 1,133 | 18.5% | |||||||||||||||||
Lottery
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2,939 | 17.1% | 849 | 6.2% | 2,090 | 246.2% | |||||||||||||||||
Printrex
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220 | 1.3% | 996 | 7.2% | (776) | (77.9%) | |||||||||||||||||
TSG
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3,381 | 19.6% | 3,088 | 22.4% | 293 | 9.5% | |||||||||||||||||
$ | 17,224 | 100.0% | $ | 13,804 | 100.0% | $ | 3,420 | 24.8% | |||||||||||||||
International *
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$ | 4,523 | 26.3% | $ | 4,097 | 29.7% | $ | 426 | 10.4% | ||||||||||||||
*
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International sales do not include sales of printers made to domestic distributors or other domestic customers who may in turn ship those printers to international destinations.
|
Three months ended
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Three months ended
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Change
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|||||||||||||||||||||
June 30, 2015
|
June 30, 2014
|
$ | % | ||||||||||||||||||||
Domestic
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$ | 3,155 | 92.1% | $ | 2,661 | 96.9% | $ | 494 | 18.6% | ||||||||||||||
International
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272 | 7.9% | 86 | 3.1% | 186 | 216.3% | |||||||||||||||||
$ | 3,427 | 100.0% | $ | 2,747 | 100.0% | $ | 680 | 24.8% |
Three months ended
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Three months ended
|
Change
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|||||||||||||||||||||
June 30, 2015
|
June 30, 2014
|
$ | % | ||||||||||||||||||||
Domestic
|
$ | 3,390 | 46.7% | $ | 2,914 | 47.6% | $ | 476 | 16.3% | ||||||||||||||
International
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3,867 | 53.3% | 3,210 | 52.4% | 657 | 20.5% | |||||||||||||||||
$ | 7,257 | 100.0% | $ | 6,124 | 100.0% | $ | 1,133 | 18.5% |
Three months ended
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Three months ended
|
Change
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|||||||||||||||||||||
June 30, 2015
|
June 30, 2014
|
$ | % | ||||||||||||||||||||
Domestic
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$ | 2,894 | 98.5% | $ | 830 | 97.8% | $ | 2,064 | 248.7% | ||||||||||||||
International
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45 | 1.5% | 19 | 2.2% | 26 | 136.8% | |||||||||||||||||
$ | 2,939 | 100.0% | $ | 849 | 100.0% | $ | 2,090 | 246.2% |
Three months ended
|
Three months ended
|
Change
|
|||||||||||||||||||||
June 30, 2015
|
June 30, 2014
|
$ | % | ||||||||||||||||||||
Domestic
|
$ | 152 | 69.1% | $ | 753 | 75.6% | $ | (601) | (79.8%) | ||||||||||||||
International
|
68 | 30.9% | 243 | 24.4% | (175) | (72.0%) | |||||||||||||||||
$ | 220 | 100.0% | $ | 996 | 100.0% | $ | (776) | (77.9%) |
Three months ended
|
Three months ended
|
Change
|
|||||||||||||||||||||
June 30, 2015
|
June 30, 2014
|
$ | % | ||||||||||||||||||||
Domestic
|
$ | 3,110 | 92.0% | $ | 2,549 | 82.5% | $ | 561 | 22.0% | ||||||||||||||
International
|
271 | 8.0% | 539 | 17.5% | (268) | (49.7%) | |||||||||||||||||
3,381 | 100.0% | 3,088 | 100.0% | $ | 293 | 9.5% |
Three months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales - 2015
|
Total Sales - 2014
|
|||||||||||||
$ | 7,161 | $ | 5,788 | 23.7% | 41.6% | 41.9% |
Three months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales - 2015
|
Total Sales - 2014
|
|||||||||||||
$ | 860 | 1,151 | (25.3%) | 5.0% | 8.3% |
Three months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales - 2015
|
Total Sales - 2014
|
|||||||||||||
$ | 2,100 | $ | 2,257 | (7.0%) | 12.2% | 16.4% |
Three months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales - 2015
|
Total Sales - 2014
|
|||||||||||||
$ | 2,002 | $ | 2,000 | 0.1% | 11.6% | 14.5% |
Three months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales – 2015
|
Total Sales - 2014
|
|||||||||||||
$ | (6) | $ | 35 | (117.1%) | -% | 0.3% |
Three months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales - 2015
|
Total Sales – 2014
|
|||||||||||||
$ | 2,205 | $ | 345 | 539.1% | 12.8% | 2.5% |
Six months ended
|
Six months ended
|
Change
|
|||||||||||||||||||||
June 30, 2015
|
June 30, 2014
|
$ | % | ||||||||||||||||||||
Food safety, banking and POS
|
$ | 5,649 | 16.9% | $ | 4,516 | 16.4% | $ | 1,133 | 25.1% | ||||||||||||||
Casino and gaming
|
12,838 | 38.4% | 12,666 | 46.2% | 172 | 1.4% | |||||||||||||||||
Lottery
|
6,970 | 20.9% | 1,670 | 6.1% | 5,300 | 317.4% | |||||||||||||||||
Printrex
|
927 | 2.8% | 1,970 | 7.2% | (1,043) | (52.9%) | |||||||||||||||||
TSG
|
7,004 | 21.0% | 6,601 | 24.1% | 403 | 6.1% | |||||||||||||||||
$ | 33,388 | 100.0% | $ | 27,423 | 100.0% | $ | 5,965 | 21.8% | |||||||||||||||
International *
|
$ | 8,677 | 26.0% | $ | 7,510 | 27.4% | $ | 1,167 | 15.5% | ||||||||||||||
*
|
International sales do not include sales of printers made to domestic distributors or other domestic customers who may in turn ship those printers to international destinations.
|
Six months ended
|
Six months ended
|
Change
|
|||||||||||||||||||||
June 30, 2015
|
June 30, 2014
|
$ | % | ||||||||||||||||||||
Domestic
|
$ | 5,134 | 90.9% | $ | 4,383 | 97.1% | $ | 751 | 17.1% | ||||||||||||||
International
|
515 | 9.1% | 133 | 2.9% | 382 | 287.2% | |||||||||||||||||
$ | 5,649 | 100.0% | $ | 4,516 | 100.0% | $ | 1,133 | 25.1% |
Six months ended
|
Six months ended
|
Change
|
|||||||||||||||||||||
June 30, 2015
|
June 30, 2014
|
$ | % | ||||||||||||||||||||
Domestic
|
$ | 5,469 | 42.6% | $ | 6,463 | 51.0% | $ | (994) | (15.4%) | ||||||||||||||
International
|
7,369 | 57.4% | 6,203 | 49.0% | 1,166 | 18.8% | |||||||||||||||||
$ | 12,838 | 100.0% | $ | 12,666 | 100.0% | $ | 172 | 1.4% |
Six months ended
|
Six months ended
|
Change
|
|||||||||||||||||||||
June 30, 2015
|
June 30, 2014
|
$ | % | ||||||||||||||||||||
Domestic
|
$ | 6,833 | 98.0% | $ | 1,646 | 98.6% | $ | 5,187 | 315.1% | ||||||||||||||
International
|
137 | 2.0% | 24 | 1.4% | 113 | 470.8% | |||||||||||||||||
$ | 6,970 | 100.0% | $ | 1,670 | 100.0% | $ | 5,300 | 317.4% |
Six months ended
|
Six months ended
|
Change
|
|||||||||||||||||||||
June 30, 2015
|
June 30, 2014
|
$ | % | ||||||||||||||||||||
Domestic
|
$ | 789 | 85.1% | $ | 1,611 | 81.8% | $ | (822) | (51.0%) | ||||||||||||||
International
|
138 | 14.9% | 359 | 18.2% | (221) | (61.6%) | |||||||||||||||||
$ | 927 | 100.0% | $ | 1,970 | 100.0% | $ | (1,043) | (52.9%) |
Six months ended
|
Six months ended
|
Change
|
|||||||||||||||||||||
June 30, 2015
|
June 30, 2014
|
$ | % | ||||||||||||||||||||
Domestic
|
$ | 6,486 | 92.6% | $ | 5,810 | 88.0% | $ | 676 | 11.6% | ||||||||||||||
International
|
518 | 7.4% | 791 | 12.0% | (273) | (34.5%) | |||||||||||||||||
$ | 7,004 | 100.0% | $ | 6,601 | 100.0% | $ | 403 | 6.1% |
Six months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales - 2015
|
Total Sales - 2014
|
|||||||||||||
$ | 13,653 | $ | 11,514 | 18.6% | 40.9% | 42.0% |
Six months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales - 2015
|
Total Sales - 2014
|
|||||||||||||
$ | 1,728 | $ | 2,381 | (27.4%) | 5.2% | 8.7% |
Six months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales - 2015
|
Total Sales - 2014
|
|||||||||||||
$ | 3,923 | $ | 4,222 | (7.1%) | 11.7% | 15.4% |
Six months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales - 2015
|
Total Sales - 2014
|
|||||||||||||
$ | 3,842 | $ | 3,888 | (1.2%) | 11.5% | 14.2% |
Six months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales - 2015
|
Total Sales - 2014
|
|||||||||||||
$ | 1,738 | $ | 47 | 3,597.9% | 5.2% | 0.2% |
Six months ended
June 30,
|
Percent
|
Percent of
|
Percent of
|
||||||||||||||
2015
|
2014
|
Change
|
Total Sales - 2015
|
Total Sales - 2014
|
|||||||||||||
$ | 2,422 | $ | 976 | 148.2% | 7.3% | 3.6% |
·
|
We reported net income of $1,532,000.
|
·
|
We recorded depreciation, amortization, and share-based compensation expense of $1,003,000.
|
·
|
Accounts receivable increased $1,982,000, or 22%, due to the increase and timing of sales during the second quarter of 2015.
|
·
|
Inventories decreased $840,000, or 7%, due to the sell through of inventory on hand during 2015 compared to the increased stocking levels of our new food safety and Printrex product in the first half of 2014.
|
·
|
Accounts payable increased $3,869,000 due primarily to increased inventory purchases during the first half of the year to support a higher level of sales.
|
·
|
Accrued liabilities and other liabilities decreased $4,448,000 due primarily to the payment of the AD lawsuit settlement in April 2015 and the payment of 2014 annual bonuses in March 2015.
|
·
|
We reported net income of $569,000.
|
·
|
We recorded depreciation, amortization, and share-based compensation expense of $1,036,000.
|
·
|
Accounts receivable decreased $1,432,000 due primarily to collections made from the high concentration of sales made during the latter portion of the fourth quarter of 2013.
|
·
|
Inventories increased $499,000 due to increased stocking levels of our food safety and Printrex products.
|
·
|
Accounts payable increased $658,000 due primarily to increased inventory purchases and the timing of payments during the latter portion of the second quarter.
|
·
|
Accrued liabilities and other liabilities increased $340,000 due primarily to higher levels of advanced payments received for EPICENTRAL™ software maintenance.
|
Financial Covenant
|
Requirement/Restriction
|
Calculation at June 30, 2015
|
Operating cash flow / Total debt service
|
Minimum of 1.25 times
|
75.5 times
|
Funded Debt / EBITDA
|
Maximum of 3.0 times
|
0 times
|
Exhibit 10.1
|
OEM Purchase Agreement by and between GTECH Corporation and TransAct, dated May 29, 2015
(Pursuant to Rule 24-b-2 under the Exchange Act, the Company has requested confidential treatment of portions of this exhibit deleted from the filed copy.)
|
|
Exhibit 10.2
|
Second Amendment to Lease Agreement by and between Las Vegas Airport Properties LLC and TransAct dated June 30, 2015
|
|
Exhibit 31.1
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
Exhibit 31.2
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
Exhibit 32.1
|
Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
|
|
101.INS
|
XBRL Instance Document.
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document.
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
TRANSACT TECHNOLOGIES INCORPORATED
|
|
(Registrant)
|
|
/s/ Steven A. DeMartino
|
|
August 7, 2015
|
Steven A. DeMartino
|
President, Chief Financial Officer, Treasurer and Secretary
|
|
(Principal Financial and Accounting Officer)
|
|
Exhibit
|
||
10.1
|
OEM Purchase Agreement by and between GTECH Corporation and TransAct, dated May 29, 2015
(Pursuant to Rule 24-b-2 under the Exchange Act, the Company has requested confidential treatment of portions of this exhibit deleted from the filed copy.)
|
|
10.2
|
Second Amendment to Lease Agreement by and between Las Vegas Airport Properties LLC and TransAct dated June 30, 2015.
|
|
31.1
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
31.2
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
32.1
|
Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
|
|
101.INS
|
XBRL Instance Document.
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document.
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
1.
|
Terms and Conditions
|
|
1.1 Products
|
||
1.2 Services
|
||
1.3 Purchase Commitment
|
||
1.4 Spare Parts
|
||
2.
|
Ordering
|
|
2.1 Purchase Orders
|
||
2.2 Lead Time
|
||
2.3 Rescheduling
|
||
2.4 Cancellation for Convenience
|
||
2.5 Forecast
|
||
2.6 Expedited Orders
|
||
3.
|
Shipping, Packaging, Delivery
|
|
3.1 Title and Risk of Loss
|
||
3.2 Shipment
|
||
3.3 Packaging
|
||
3.4 International Shipments
|
||
4.
|
Pricing
|
|
5.
|
Payment
|
|
6.
|
Taxes & Duties
|
|
7.
|
Changes
|
|
7.1 Product Changes
|
||
7.2 BUYER Changes
|
||
7.3 Enhancements, Successor Products
|
||
8.
|
Quality and Reliability Requirements
|
|
8.1 Quality and Reliability Requirements
|
||
8.2 Reliability Test
|
||
8.3 TransAct Survey
|
||
8.4 Failures of Consequence
|
||
9.
|
Insurance
|
|
9.1 TransAct Insurance Coverage
|
||
9.2 General Liability
|
||
9.3 Proof of Insurance
|
||
10.
|
Indemnity
|
|
11.
|
Repair Support
|
|
11.1 Repair Orders
|
||
11.2 Repair Capabilities
|
||
11.3 Documentation
|
||
12.
|
Warranties
|
|
12.1 TransAct Standards
|
||
12.2 Authority
|
||
12.3 Title; Infringement
|
||
12.4 Conformance; Defects
|
||
12.5 Freight Costs on Repairs
|
||
12.6 Freight Charges on Non-Warranty Repairs
|
||
12.7 Warranty Terms
|
||
13.
|
Tooling
|
|
14.
|
Force Majeure
|
|
15.
|
Confidentiality
|
|
16.
|
Public Announcements
|
|
17.
|
Notices
|
|
18.
|
Assignment
|
|
19.
|
Terms and Termination
|
|
19.1 Term
|
||
19.2 Termination by BUYER
|
||
19.3 Termination by TransAct
|
||
19.4 Obligations on Termination
|
||
20.
|
Survival
|
|
21.
|
Conflict Provisions
|
|
22.
|
Liability Limits
|
|
23.
|
Miscellaneous
|
|
Attachments
|
||
1 -
|
Product Specifications
|
|
2 -
|
Pricing / Stocking
|
|
3 -
|
General Packaging Specifications
|
TRANSACT TECHNOLOGIES INCORORATED
|
GTECH CORPORATION
|
|||
By
|
/s/ Bart C. Shuldman
|
By
|
/s/ Bryce Smith
|
|
Print
|
Bart C. Shuldman
|
Print
|
Bryce Smith
|
|
Title
|
Chairman and CEO
|
Title
|
VP and CPO
|
|
Date
|
6/02/2015
|
Date
|
6/02/2015
|
Period
|
Rate/Sq. Ft./Month
|
Rental Amount/Month
|
|||||
Months 1 – 12
|
$ | 0.7400 | $ | 14,485.50 | |||
Months 13 – 24
|
$ | 0.7400 | $ | 14,485.50 | |||
Months 25-36
|
$ | 0.7622 | $ | 14,920.07 | |||
Months 37 – 48
|
$ | 0.7851 | $ | 15,368.33 | |||
Months 49 – 60
|
$ | 0.8086 | $ | 15,828.35 | |||
Months 61 – 72
|
$ | 0.8329 | $ | 16,304.02 | |||
Months 73 - 84
|
$ | 0.8579 | $ | 16,793.39 |
1.
|
I have reviewed this quarterly report on Form 10-Q of TransAct Technologies Incorporated;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Bart C. Shuldman
|
|
Bart C. Shuldman
|
|
Chairman and Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of TransAct Technologies Incorporated;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Steven A. DeMartino
|
|
Steven A. DeMartino
|
|
President, Chief Financial Officer, Treasurer and Secretary
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ Bart C. Shuldman
|
|
Bart C. Shuldman
|
|
Chairman and Chief Executive Officer
|
/s/ Steven A. DeMartino
|
|
Steven A. DeMartino
|
|
President, Chief Financial Officer, Treasurer and Secretary
|