TASK Group Holdings Limited (ASX: TASK) and
Stuzo Holdings, LLC, Enhance PAR’s Leadership in Unified Commerce
for Foodservice & Retail Brands on a Global Scale
PAR Technology Corporation (NYSE: PAR) (the “Company” or “PAR”),
a global foodservice technology company and provider of unified
commerce for enterprise restaurant brands, today announced two
transactions that expand its cloud-based unified commerce software
offerings into convenience stores and fuel retailers, as well as
international markets. PAR has entered into an agreement to acquire
TASK Group for cash and PAR common stock at an implied value of
approximately $206 million assuming an all-cash transaction, and
has completed its acquisition of Stuzo Holdings, LLC for
approximately $190 million paid in cash and stock. The closing of
the TASK acquisition is expected to occur in the third quarter of
2024, subject to TASK shareholder approval, Australian court
approval, certain regulatory approvals and other customary closing
conditions.
Both transactions adhere to PAR’s disciplined M&A strategy
of acquiring best-in-class products with marquee customer bases,
ample cross-selling opportunities, and significant addressable
markets. Further, both deals are highly financially accretive and
supercharge PAR’s path to sustainable profitability.
- TASK, an Australia-based global foodservice transaction
platform, offers international unified commerce solutions,
including interactive customer engagement and seamless integration,
tailored for major brands worldwide. This has made TASK’s
transaction management platform the platform of choice for some of
the world’s most successful and recognized foodservice brands
including, Starbucks, and Guzman Y Gomez while its loyalty customer
engagement platform is used by McDonald’s in 65 markets. With the
addition of TASK, PAR will be able to serve the top enterprise
foodservice brands across the globe with a unified commerce
approach from front-of-house to back-of-house.
"Our goal at PAR has been to be the largest food service
technology company in the world. Adding TASK will provide us with a
global platform to build upon this vision,” said Savneet Singh, CEO
of PAR Technology. “TASK not only broadens our reach beyond the
United States and has a strong cash flow profile but also has the
potential to bring premier global brands into the PAR fold, and
accelerate our future growth.”
- Stuzo, a digital engagement software provider to Convenience
and Fuel Retailers (C-Stores), including its Open Commerce®
Platform, empowers C-Stores to gain more share of the customer
wallet and drive customer lifetime value. This acquisition
strengthens PAR’s business strategy to expand its available market
by addressing an expanding foodservice market with a ‘best of
breed’ platform that is highly profitable. With Stuzo, PAR is now a
leader in technology for convenience and fuel retailers with over
25,000 sites and substantial opportunities for innovation in the
C-Store industry.
Mr. Singh added, “This is a monumental day for us at PAR – as we
expand our business across the globe and enhance our product and
service offerings for a wider range of the foodservice and fuel
retail industry. Over the past five years, we have evolved our
capabilities to include point-of-sale, loyalty, back-office,
payment transaction services and digital ordering. The transactions
announced today further our vision and help us to offer a more
comprehensive set of best-in-class solutions for global brands.
Importantly, the acquisition of Stuzo and TASK are expected to add
over $80 million of annual recurring revenue (“ARR”) and over $20
million of Adjusted EBITDA to our business, based on their trailing
twelve-month actuals. Simply put, we expect to increase our ARR by
well over 50% while adding meaningful cashflow and unlocking
significant new markets that ensure faster future growth.”
The Company financed the cash consideration paid to Stuzo
shareholders from the proceeds of its private placement of
approximately $200 million of the Company’s common stock to funds
and accounts advised by T. Rowe Price Investment Management, Inc.,
ADW Capital, Voss Capital, Greenhaven Road Capital, Jane Street,
Progeny 3, Fund 1 Investments LLC, Newtyn Capital, Ghisallo Capital
Management and Burkehill Global Management. J.P. Morgan Securities
LLC served as sole placement agent in connection with the private
placement. Gibson, Dunn & Crutcher LLP served as legal counsel
to PAR Technology Corporation in connection with the acquisition
and financing transactions.
The Company will host a conference call to discuss the
transactions at 9:00 a.m. ET on Monday, March 11, 2024. To
participate in the question and answer portion of the call, please
register in advance via this link. After registering, a
confirmation email will be sent including dial-in details and
unique conference call codes for entry. Registration is open
through the live call, but to ensure you are connected for the full
call we suggest registering a day in advance or at minimum 10
minutes before the start of the call.
The conference call will be webcast live. To access the webcast
interested listeners can click here or also visit the PAR
Technology Investor Relations website at
www.partech.com/investor-relations/. A recording of the webcast
will be available on this site after the event.
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 our future operations, financial condition,
financial results, 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. Forward-looking statements are based on management’s
current expectations and assumptions that are subject to a variety
of risks and uncertainties, many of which are beyond our control,
which could cause our actual results to differ materially from
those expressed in or implied by forward-looking statements,
including business uncertainties relating to acquisitions,
divestitures, and capital markets transactions, including the
timing of such transactions, our ability to recognize future annual
recurring revenues, adjusted EBITDA, cash flow, margins and achieve
other synergies, and the costs, timing and complexity of
integration. Factors, risks, trends and uncertainties that could
cause or contribute to such differences include those discussed in
our Annual Report on Form 10-K for the year ended December 31, 2023
and our other filings with the SEC. We undertake no obligation to
update or revise publicly any forward-looking statements, whether
as a result of new information, future events, or otherwise, except
as may be required under applicable securities law.
Key Performance Indicators and Non-GAAP Financial
Measures
We monitor certain key performance indicators and non-GAAP
financial measures in the evaluation and management of our
business; certain key performance indicators and non-GAAP financial
measures are provided in this press release as we believe they are
useful in facilitating period-to-period comparisons of our business
performance. Key performance indicators and non-GAAP financial
measures do not reflect and should be viewed independently of our
financial performance determined in accordance with GAAP. Key
performance indicators and non-GAAP financial measures are not
forecasts or indicators of future or expected results and should
not have undue reliance placed upon them by investors. Where
non-GAAP financial measures are included in this press release, the
most directly comparable GAAP financial measures and a detailed
reconciliation between GAAP and non-GAAP financial measures is
included in PAR’s presentation “PAR Extends Vision” attached as
Exhibit 99.2 to PAR’s Form 8-K filed with the Securities and
Exchange Commission on March 11, 2024.
A key performance indicator, annual recurring revenue, or ARR,
is the annualized revenue from PAR’s subscription services, which
includes subscription fees for PAR’s SaaS solutions and related
support, managed platform development services, and
transaction-based fees for payment processing services. PAR
generally calculates ARR by annualizing the monthly recurring
revenue for all active sites as of the last day of each month for
the respective reporting period. ARR is an operating measure, it
does not reflect PAR’s revenue determined in accordance with GAAP,
and ARR should be viewed independently of, and not combined with or
substituted for, PAR’s revenue and other financial information
determined in accordance with GAAP. Further, ARR is not a forecast
of future revenue and investors should not place undue reliance on
ARR as an indicator of our future or expected results. Active sites
represent locations active on PAR’s subscription services as of the
last day of the respective reporting period.
About TASK
TASK is a leading provider of technology solutions enabling its
global hospitality clients to maximize their customer relationships
in an increasingly digital world. TASK’s end-to-end cloud-based
platform helps clients to improve customer experiences across every
transactional touchpoint, including digital customer-facing
services, back-of-house and enterprise operations. TASK’s ecosystem
combines transaction services, personalization, offer management,
and BI technology to help clients generate operational
efficiencies, drive valuable data insights about their consumer
base, activate new promotions and build brand loyalty.
About Stuzo
Stuzo, with its Open Commerce® product bundle and patent-pending
Wallet Steering® solution, empowers Convenience & Fuel
Retailers to gain more share of wallet and customer lifetime value
than possible with any other solution provider. Stuzo’s unified
Open Commerce products consist of Activate for Intelligent 1:1
Loyalty, Transact for Contactless Commerce, Experience for
Cross-Channel Customer Experiences, and Retailer Connect for
Corporate-to-Retailer Program Management. Stuzo’s solutions are
supported by a set of program management services and Stuzo is the
only supplier in the industry to contractually guarantee business
outcomes with its 1.5X Performance Guarantee.
About PAR Technology
For more than 40 years, PAR Technology Corporation’s (NYSE: PAR)
cutting-edge products and services have helped bold and passionate
restaurant brands build lasting guest relationships. We are the
partner enterprise restaurants rely on when they need to serve
amazing moments from open to close, during the most hectic rush
hours, and when the world forces them to adapt and overcome. More
than 100,000 customers in more than 110 countries use PAR’s
restaurant point-of-sale, digital ordering, loyalty and back-office
software solutions as well as industry-leading hardware and
drive-thru offerings. To learn more, visit partech.com or connect
with us on LinkedIn, X (formerly Twitter), Facebook, and
Instagram.
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version on businesswire.com: https://www.businesswire.com/news/home/20240311033268/en/
Christopher R. Byrnes (315) 743-8376
chris_byrnes@partech.com
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