PAR Technology Corporation Announces Agreements to Exchange $100 Million of its 2.875% Convertible Senior Notes Due 2026 for Shares of its Common Stock

Rhea-AI Summary

PAR Technology (NYSE: PAR) has announced agreements to exchange $100 million of its 2.875% Convertible Senior Notes due 2026 for approximately 2.4 million shares of common stock and $336,000 in cash. The Notes Exchange is expected to close on November 27, 2024. Following the exchange, $20 million principal amount of Notes will remain outstanding. CEO Savneet Singh stated this debt-to-equity conversion provides balance sheet flexibility for future investment opportunities. J.P. Morgan acted as sole agent, while J. Wood Capital Advisors served as financial advisor for the transaction.

Positive

• Reduction of $100 million in debt obligations through equity conversion
• Improved balance sheet flexibility for future investments
• Significant decrease in outstanding convertible notes from $120M to $20M

Negative

• Dilution of existing shareholders due to issuance of 2.4 million new shares

Insights

Financial Analyst

This debt-to-equity conversion marks a significant financial restructuring for PAR Technology. The exchange of $100 million in convertible notes for approximately 2.4 million shares of common stock substantially improves the company's balance sheet by reducing debt obligations from $120 million to just $20 million. This deleveraging transaction strengthens PAR's financial flexibility and reduces future interest expenses.

The conversion price implies a rate of about $41.67 per share, which is favorable compared to recent trading levels. While this will result in some dilution for existing shareholders, the benefits of reduced debt service obligations and improved financial flexibility outweigh the dilution impact. The remaining $336,000 cash component is minimal, preserving liquidity. This strategic move positions PAR to pursue growth opportunities with a cleaner balance sheet structure.

NEW HARTFORD, N.Y.--(BUSINESS WIRE)-- PAR Technology Corporation (NYSE: PAR) (the “Company” or “PAR”) announced today that it has entered into privately negotiated agreements with certain holders of its outstanding 2.875% Convertible Senior Notes due 2026 (the “Notes”) to exchange $100 million aggregate principal amount of the Notes for approximately 2.4 million shares of the Company’s common stock and approximately $336,000 in cash (the “Notes Exchange”).

Savneet Singh, PAR Technology CEO commented, “In equitizing $100 million of our debt, we provide flexibility to our balance sheet to unlock future accretive investment opportunities.”

The Notes Exchange is expected to close on November 27, 2024, subject to customary closing conditions. Following the Notes Exchange, an aggregate of $20 million principal amount of the Notes will remain outstanding.

J.P. Morgan acted as sole agent with respect to the Notes Exchange. J. Wood Capital Advisors served as financial advisor to the Company with respect to the Notes Exchange.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall it constitute an offer to sell, solicitation or sale of securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful.

Forward-Looking Statements.

This press release contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, Section 27A of the Securities Act of 1933, as amended, and the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not historical in nature, but rather are predictive of future operations, financial condition, business strategies and prospects. Forward-looking statements are generally identified by words such as “anticipate,” “believe,” “belief,” “continue,” “could,” “expect,” “estimate,” “intend,” “may,” “opportunity,” “plan,” “should,” “will,” “would,” “will likely result,” and similar expressions that are based on management’s current expectations and assumptions. Such statements include, without limitation, the timing of the Notes Exchange. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including, without limitation, market conditions, risks and trends. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. More information about potential risk factors that could affect the Company and cause actual results to differ materially from those expressed in or implied by forward-looking statements contained in this press release, is included in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required under applicable securities law.

ABOUT PAR TECHNOLOGY

For over four decades, PAR Technology Corporation (NYSE: PAR) has been at the forefront of technology innovation in food service, helping businesses create exceptional guest experiences and connections. Our comprehensive suite of software and hardware solutions, including point-of-sale, digital ordering, loyalty, back-office management, and payments, serves a diverse range of hospitality and retail clients across more than 110 countries. With our "Better Together" ethos, PAR continues to deliver unified solutions that drive customer engagement, efficiency, and growth, all to make it easier for our customers to manage their operations. To learn more, visit partech.com or connect with us on LinkedIn, X (formerly Twitter), Facebook, and Instagram.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241121350819/en/

Christopher R. Byrnes (315) 743-8376

chris_byrnes@partech.com

Source: PAR Technology Corporation

FAQ

What is the value of PAR Technology's debt-to-equity conversion in 2024?

PAR Technology is converting $100 million of its 2.875% Convertible Senior Notes due 2026 into approximately 2.4 million shares of common stock and $336,000 in cash.

When will PAR Technology's Notes Exchange transaction close?

The Notes Exchange transaction is expected to close on November 27, 2024, subject to customary closing conditions.

How much of PAR Technology's 2026 Convertible Notes will remain after the exchange?

Following the Notes Exchange, $20 million principal amount of the 2.875% Convertible Senior Notes due 2026 will remain outstanding.