PAR TECHNOLOGY CORP
For the period ended Mar 31, 2026. Filed May 7, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 7, 2026
PAR$20.55+7.1%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-06.
0000708821-25-000133
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0000708821-26-000078
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 92 previous paragraphs and 71 current paragraphs.
30 unchanged; 23 reworded; 18 added; 38 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 31 previous and 20 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (18)
Current report
GAAP - Year-over-year decrease of 220 basis points (bps)
Current report
Non-GAAP - Year-over-year decrease of 350 bps
Current report
The tariff and supply chain environment remains complex and evolving. Beginning in the second quarter of 2025, the U.S. government implemented a series of significant new tariffs, including under the International Emergency Economic Powers Act ("IEEPA"), affecting imports from several countries where we source certain components and hardware products. Other countries responded with retaliatory actions or plans for retaliatory actions. On February 20, 2026, the U.S. Supreme Court held that IEEPA does not authorize the President to impose tariffs, though the administrative process for seeking refunds remains under development and subject to considerable uncertainty. Following the ruling, the administration announced a replacement, time-limited 10% global ad valorem tariff effective February 24, 2026, which has subsequently been subject to legal challenge. In March 2026, the U.S. Trade Representative was directed to initiate new investigations for the purpose of building the legal foundation for a second round of durable, country-specific tariffs. The resulting situation remains uncertain and fluid.
Current report
Additionally, increased demand for hardware products and components from AI data center construction around the world continues to create uncertainty as to whether these products will be available or available in needed quantities and quality or at favorable or competitive prices. We continue to monitor macroeconomic trends and uncertainties in light of continuing changes to global trade policies and supply chain pressures, which may have adverse effects on our hardware revenue and hardware gross margin.
Current report
Total revenues were $124.0 million for the three months ended March 31, 2026, an increase of $20.1 million or 19.4% compared to $103.9 million for the three months ended March 31, 2025.
Current report
Professional service revenues were $16.2 million for the three months ended March 31, 2026, an increase of $2.6 million or 19.0% compared to $13.6 million for the three months ended March 31, 2025. The increase was primarily driven by a $2.3 million increase in installation revenues associated with the onboarding of Tier 1 Operator Cloud customers.
Current report
Subscription service margin as a percentage of subscription service revenue for the three months ended March 31, 2026, decreased to 55.6% from 57.8% for the three months ended March 31, 2025. The decrease primarily reflects a change in subscription service revenue mix, as product and service offerings with comparatively lower gross margins represented a greater proportion of revenue, consistent with the mix shift that began in the second quarter of 2025.
Current report
Hardware margin as a percentage of hardware revenue for the three months ended March 31, 2026, decreased to 21.6% from 24.6% for the three months ended March 31, 2025. The decrease was driven by a shift in hardware product mix and higher tariff-related costs compared to the prior year. While pricing adjustments initiated in the third quarter of 2025 have partially mitigated these cost increases, they have not fully offset the impact, resulting in continued margin compression. The Company plans to implement additional pricing actions and will continue to evaluate its pricing strategy on a quarterly basis.
Current report
Professional service margin as a percentage of professional service revenue for the three months ended March 31, 2026, increased to 27.8% from 25.4% for the three months ended March 31, 2025. The increase was primarily driven by improved margins in our hardware service repair operations and field operations as a result of reduced third-party spending and improved cost management.
Current report
S&M expenses were $12.3 million for the three months ended March 31, 2026, an increase of $0.5 million or 4.3% compared to $11.8 million for the three months ended March 31, 2025. The increase was primarily driven by a $0.8 million increase in marketing expenses and a $0.3 million increase in severance costs related to non-recurring restructuring events, partially offset by a $0.4 million decrease in recurring compensation costs and a $0.2 million decrease in contracted services.
Current report
G&A expenses were $30.7 million for the three months ended March 31, 2026, an increase of $1.4 million or 4.8% compared to $29.3 million for the three months ended March 31, 2025. The increase was primarily driven by a $1.2 million increase in severance costs related to non-recurring restructuring events.
Current report
R&D expenses were $22.0 million for the three months ended March 31, 2026, an increase of $2.2 million or 11.2% compared to $19.8 million for the three months ended March 31, 2025. The increase was primarily driven by a $0.8 million increase in outsourced development costs and a $0.6 million increase in recurring compensation costs, reflecting continued investment in product development, including AI-enabled functionality and other enhancements to our product and service offerings. The residual increase was primarily driven by a $0.6 million increase in severance costs related to non-recurring restructuring events.
Current report
Amortization of Identifiable Intangible Assets
Current report
Interest expense, net was $1.9 million for the three months ended March 31, 2026, relatively unchanged from $1.6 million for the three months ended March 31, 2025.
Current report
Gain (Loss) on Extinguishment of Debt, Net
Current report
Gain on extinguishment of debt, net was $0.4 million for the three months ended March 31, 2026, related to the $3.9 million gain recognized on the repurchase of a portion of the 2027 Notes, partially offset by the $3.5 million loss recognized on the induced conversion of a portion of the 2026 Notes. For the three months ended March 31, 2025, loss on extinguishment of debt, net was $5.8 million, related to the early repayment of the Credit Facility.
Current report
Provision for income taxes was $1.6 million for the three months ended March 31, 2026, relatively unchanged from $1.3 million for the three months ended March 31, 2025.
Current report
Beginning in the first quarter of 2026, the Company revised its methodology for classifying organic and inorganic ARR. Under the revised methodology, inorganic ARR is defined as ARR attributable to an acquisition as of the acquisition date. Any change to ARR subsequent to that date is classified as organic ARR. Management believes this methodology provides investors with useful information differentiating ARR acquired in a transaction from ARR changes driven by operating performance after acquisition. Prior to this change, ARR contributions from acquisitions were classified as inorganic for the first twelve months following acquisition. Our reported ARR is based on a constant currency, using the exchange rates established at the beginning of the year and consistently applied throughout the period and to comparative periods presented. The table below presents our ARR on a constant currency basis, calculated using the exchange rates set at the beginning of 2026. Using the exchange rates established during the prior period, Engagement Cloud ARR and Operator Cloud ARR as of March 31, 2025 were $1.0 million and $0.6 million lower, respectively, than the constant currency ARR reported below.
Removed paragraphs (38)
Previous report
GAAP - Consistent year-over-year
Previous report
Non-GAAP - Consistent year-over-year
Previous report
On July 4, 2025, the One Big Beautiful Bill Act (the "Act") was signed into law. The Act contains changes to U.S. federal tax law, including reinstatement of immediate expensing of domestic research and development expenditures, and has multiple effective dates. The enacted legislation did not have a material impact on our annual effective tax rate for the nine months ended September 30, 2025, and resulted in a decrease to taxes payable. We will continue to evaluate all applicable provisions of the legislation and their impact on our consolidated financial statements for the fiscal year ended December 31, 2026 and beyond.
Previous report
Consolidated Results (continued):
Previous report
Total revenues were $119.2 million for the three months ended September 30, 2025, an increase of $22.4 million or 23.2% compared to $96.8 million for the three months ended September 30, 2024.
Previous report
Professional service revenues were $14.5 million for the three months ended September 30, 2025, which remained relatively unchanged from $14.2 million for the three months ended September 30, 2024.
Previous report
Total revenues were $335.4 million for the nine months ended September 30, 2025, an increase of $90.5 million or 36.9% compared to $245.0 million for the nine months ended September 30, 2024.
Previous report
Subscription service revenues were $215.1 million for the nine months ended September 30, 2025, an increase of $71.9 million or 50.2% compared to $143.2 million for the nine months ended September 30, 2024. The increase was substantially driven by increased Engagement Cloud subscription service revenues of $48.1 million, of which $30.7 million was attributable to inorganic revenue growth due to the inclusion of approximately six additional months of revenue from the Plexure product line and two additional months of revenue from the existing PAR Retail business in the current period, and from customer contracts acquired in the GoSkip Asset Acquisition. The residual increase of $17.4 million from Engagement Cloud subscription services was driven by organic growth in both active sites and average revenue per site through cross-selling initiatives, upselling, and price increases. Operator Cloud subscription service revenues increased $23.8 million, of which $16.2 million was attributable to inorganic revenue growth contributed by the Delaget product line and the inclusion of approximately six additional months of revenue from the TASK product line in the current period. The residual increase of $7.6 million from Operator Cloud subscription services was primarily driven by organic growth in active sites.
Previous report
Professional service revenues were $41.8 million for the nine months ended September 30, 2025, which remained relatively unchanged from $40.8 million for the nine months ended September 30, 2024.
Previous report
Total gross margin as a percentage of total revenue for the three months ended September 30, 2025, decreased to 41.3% as compared to 44.5% for the three months ended September 30, 2024.
Previous report
Subscription service gross margin as a percentage of subscription service revenue for the three months ended September 30, 2025, remained consistent at 55.3% as compared to 55.3% for the three months ended September 30, 2024.
Previous report
Hardware gross margin as a percentage of hardware revenue for the three months ended September 30, 2025, decreased to 17.8% as compared to 25.5% for the three months ended September 30, 2024. The decrease was primarily driven by increased supply chain costs resulting from recently implemented U.S. tariff policies. The Company began implementing pricing adjustments during the quarter to mitigate the impact of tariffs in future periods.
Previous report
Professional service gross margin as a percentage of professional service revenue for the three months ended September 30, 2025, decreased to 17.6% as compared to 29.2% for the three months ended September 30, 2024. The decrease was primarily driven by discounts and incentives on SaaS implementations to facilitate the adoption of our recurring subscription revenue streams.
Previous report
Subscription service margin as a percentage of subscription service revenue for the nine months ended September 30, 2025, increased to 56.1% as compared to 53.6% for the nine months ended September 30, 2024. The increase was substantially driven by a continued focus on efficiency improvements with our hosting and customer support costs, as well as improved gross margins stemming from post-acquisition operations of the Delaget product line and the inclusion of approximately two additional months of PAR Retail product line results in the current period.
Previous report
Hardware margin as a percentage of hardware revenue for the nine months ended September 30, 2025, decreased to 22.9% as compared to 23.6% for the nine months ended September 30, 2024. The decrease was primarily driven by increased supply chain costs resulting from recently implemented U.S. tariff policies, partially offset by a year-over-year reduction in compensation expense as we aligned our hardware-related workforce with organizational priorities. The Company began implementing pricing adjustments during the quarter to mitigate the impact of tariffs in future periods.
Previous report
Professional service margin as a percentage of professional service revenue for the nine months ended September 30, 2025, was relatively unchanged at 23.8% as compared to 24.4% for the nine months ended September 30, 2024.
Previous report
S&M expenses were $12.5 million for the three months ended September 30, 2025, an increase of $2.0 million or 18.8% compared to $10.5 million for the three months ended September 30, 2024. The increase was substantially driven by a $1.3 million increase in inorganic S&M expense stemming from post-acquisition operations of the Delaget product line and the inclusion of approximately one additional month of TASK Group S&M expense in the current period. Organic S&M expense increased by $0.7 million, primarily driven by a $0.4 million increase in marketing event spend and a $0.3 million increase in compensation and consulting costs to support cross-sell initiatives across our customer base.
Previous report
S&M expenses were $36.5 million for the nine months ended September 30, 2025, an increase of $5.3 million or 17.0% compared to $31.2 million for the nine months ended September 30, 2024. The increase was entirely driven by a $5.5 million increase in inorganic S&M expense stemming from post-acquisition operations of the Delaget product line and the inclusion of approximately six additional months of TASK Group S&M expense and two additional months of PAR Retail S&M expense in the current period. Organic S&M expense decreased by $0.2 million.
Previous report
G&A expenses were $31.7 million for the three months ended September 30, 2025, an increase of $4.4 million or 16.0% compared to $27.4 million for the three months ended September 30, 2024. The increase was substantially driven by certain non-cash or non-recurring expenses consisting of a $1.9 million litigation expense in the current period and a $1.5 million increase in stock-based compensation expense. The residual increase of $1.0 million was primarily driven by a $0.9 million increase in inorganic G&A expense stemming from post-acquisition operations of the Delaget product line and the inclusion of approximately one additional month of TASK Group G&A expense in the current period.
Previous report
G&A expenses were $92.7 million for the nine months ended September 30, 2025, an increase of $14.8 million or 19.0% compared to $77.9 million for the nine months ended September 30, 2024. The increase was substantially driven by an $11.1 million increase in inorganic G&A expense stemming from post-acquisition operations of the Delaget product line, the inclusion of approximately six additional months of TASK Group G&A expense and two additional months of PAR Retail G&A expense in the current period. The residual $3.7 million increase was primarily driven by certain non-cash or non-recurring expenses consisting of a $5.0 million increase in stock-based compensation expense and a $3.3 million litigation expense in the current period, partially offset by a $3.9 million decrease in costs related to transaction due diligence and $0.5 million decrease in one-time severance costs.
Previous report
R&D expenses were $19.3 million for the three months ended September 30, 2025, an increase of $1.5 million or 8.2% compared to $17.8 million for the three months ended September 30, 2024. The increase was entirely driven by a $1.7 million increase in inorganic R&D expense stemming from post-acquisition operations of the Delaget product line, the inclusion of approximately one additional month of TASK Group R&D expense in the current period, and R&D expense resulting from the integration of assets acquired in the GoSkip Asset Acquisition. Organic R&D expense decreased by $0.2 million.
Previous report
R&D expenses were $60.0 million for the nine months ended September 30, 2025, an increase of $10.2 million or 20.4% compared to $49.8 million for the nine months ended September 30, 2024. The increase was substantially driven by an $8.1 million increase in inorganic R&D expense stemming from post-acquisition operations of the Delaget product line, the inclusion of approximately six additional months of TASK Group R&D expense and two additional months of PAR Retail R&D expense in the current period, and R&D expense resulting from the integration of assets acquired in the GoSkip Asset Acquisition. Organic R&D expense increased by $2.1 million primarily driven by higher outsourced development costs as we continue to improve and diversify our product and service offerings.
Previous report
Other Operating Expenses
Previous report
Gain on insurance proceeds was $0.1 million for the three months ended September 30, 2024, the result of $0.1 million in proceeds received from the settlement of a legacy insurance claim. There was no comparable gain for the three months ended September 30, 2025.
Previous report
Amortization of identifiable intangible assets was $10.0 million for the nine months ended September 30, 2025, an increase of $4.5 million as compared to $5.6 million for the nine months ended September 30, 2024. The increase was primarily driven by an increase in amortizable intangible assets stemming from the Stuzo Acquisition, TASK Group Acquisition, Delaget Acquisition, and GoSkip Asset Acquisition.
Previous report
Included in operating expenses for the nine months ended September 30, 2024 was a $0.6 million decrease to the fair value of the contingent consideration liability for certain post-closing revenue focused milestones from the MENU Acquisition. There was no comparable adjustment to contingent consideration liability for the nine months ended September 30, 2025.
Previous report
Gain on insurance proceeds was $0.1 million for the nine months ended September 30, 2024, the result of $0.1 million in proceeds received from the settlement of a legacy insurance claim. There was no comparable gain for the nine months ended September 30, 2025.
Previous report
Other expense, net was $0.8 million for the nine months ended September 30, 2025, a decrease of $0.9 million compared to $1.7 million for the nine months ended September 30, 2024. The decrease was substantially driven by a decrease in net foreign currency transaction losses.
Previous report
Interest expense, net was $1.5 million for the three months ended September 30, 2025, a decrease of $2.0 million compared to $3.4 million for the three months ended September 30, 2024. The decrease was driven by the replacement of the Credit Facility with the 2030 Notes, which bear a lower interest rate.
Previous report
Interest expense, net was $4.5 million for the nine months ended September 30, 2025, a decrease of $2.2 million compared to $6.8 million for the nine months ended September 30, 2024. The decrease was driven by the replacement of the Credit Facility with the 2030 Notes, which bear a lower interest rate.
Previous report
Loss on Extinguishment of Debt
Previous report
There was no loss on extinguishment of debt for the three months ended September 30, 2025, or the three months ended September 30, 2024.
Previous report
Loss on extinguishment of debt was $5.8 million for the nine months ended September 30, 2025, related to early repayment of the Credit Facility. There was no comparable loss on extinguishment of debt for the nine months ended September 30, 2024.
Previous report
Benefit from income taxes was $0.3 million for the three months ended September 30, 2025, a change of $0.9 million as compared to provision for income taxes of $0.7 million for the three months ended September 30, 2024. The change was primarily driven by the recognition of a deferred income tax benefit in the current quarter, partially offset by an increase in foreign income tax expense.
Previous report
Provision for income taxes was $1.9 million for the nine months ended September 30, 2025, a change of $8.5 million as compared to a benefit from income taxes of $6.5 million for the nine months ended September 30, 2024. The change was primarily driven by the absence of a one-time benefit recorded in the prior year, resulting from a reduction in the valuation allowance related to deferred tax liabilities established in connection with the Stuzo Acquisition. The provision recorded during the nine months ended September 30, 2025 primarily related to foreign and state income tax expense.
Previous report
Net income from discontinued operations was $0.8 million for the three months ended September 30, 2024, due to a gain from divestiture of Rome Research Corporation ("RRC"). There was no comparable net income from discontinued operations for the three months ended September 30, 2025.
Previous report
**Inorganic Operator Cloud ARR represents Delaget ARR only as of September 30, 2025.
Previous report
**Inorganic Operator Cloud active sites represents Delaget active sites only as of September 30, 2025.
Reworded paragraphs (23)
Previous wording
Net Loss from Cont. Ops.Year-over-year improvement of $2.5 million
Current wording
Net Loss from Cont. Ops.Year-over-year improvement of $8.4 million
Previous wording
Adjusted EBITDAYear-over-year improvement of $3.4 million
Current wording
Adjusted EBITDAYear-over-year improvement of $4.4 million
Previous wording
The tariff environment is complex and evolving. Beginning in the second quarter of 2025, the U.S. government implemented a series of significant new tariffs, including on imports from several countries where we source certain components and hardware products. Other countries have responded with retaliatory actions or plans for retaliatory actions. Some of these tariff announcements have since been followed by announcements of limited exemptions and temporary pauses. These actions have introduced increased uncertainty into global trade policies and supply chains. We continue to monitor macroeconomic trends and uncertainties in light of continuing changes to global tariff policies, which may have adverse effects on our hardware revenue and hardware gross margin. As a result of these events, we anticipate increased supply chain challenges, commodity cost volatility, and consumer and economic uncertainty due to rapid changes in global trade policies. Management anticipates continued pressure on the Company's hardware margin from tariffs, and we are continuing to evaluate and implement mitigating actions, including potential supply chain resiliency movements, cost or pricing measures and alternative shipping practices, if needed, as the tariff environment evolves.
Current wording
As a result of these events, we anticipate increased supply chain challenges, commodity cost volatility, and consumer and economic uncertainty. Management continues to evaluate and implement mitigating actions, including potential supply chain resiliency movements, cost or pricing measures and alternative shipping practices, if needed, as the macroeconomic environment evolves.
Previous wording
Subscription service revenues were $74.8 million for the three months ended September 30, 2025, an increase of $14.9 million or 24.8% compared to $59.9 million for the three months ended September 30, 2024. The increase was driven by increased Engagement Cloud subscription service revenues of $8.4 million, of which $2.4 million was attributable to inorganic revenue growth due to the inclusion of approximately one additional month of revenue from the Plexure product line in the current period and from customer contracts acquired in the GoSkip Asset Acquisition (now integrated into the PAR Retail product line). The residual increase of $6.0 million from Engagement Cloud subscription service revenues was primarily driven by 9.1% organic growth in average revenue per site through cross-selling initiatives, upselling, and price increases. Operator Cloud subscription service revenues increased $6.5 million, of which $4.2 million was attributable to inorganic revenue growth contributed by the Delaget product line and the inclusion of approximately one additional month of revenue from the TASK product line in the current period. The residual increase of $2.3 million from Operator Cloud subscription services was primarily driven by 7.3% organic growth in active sites.
Current wording
Subscription service revenues were $78.5 million for the three months ended March 31, 2026, an increase of $10.1 million or 14.8% compared to $68.4 million for the three months ended March 31, 2025. The increase was primarily driven by increased Engagement Cloud subscription service revenues of $6.2 million, primarily driven by growth in average revenue per site through cross-selling initiatives, upselling, and price increases. Operator Cloud subscription service revenues increased $3.9 million, primarily driven by growth in active sites.
Previous wording
Hardware revenues were $29.9 million for the three months ended September 30, 2025, an increase of $7.2 million or 32.0% compared to $22.7 million for the three months ended September 30, 2024. The increase was primarily driven by increased revenues from sales of peripherals (scanners, printers, and components) of $3.0 million, kiosks of $1.3 million, kitchen display systems of $0.8 million, and an increase in international sales of $2.1 million. These increases were substantially driven by increased sales volume resulting from customer demand that was pulled forward in advance of anticipated tariff impacts, as well as the timing of tier-one enterprise customer hardware refresh cycles and the onboarding of Operator Cloud customers purchasing hardware. Hardware revenues will continue to be affected by the timing of the aforementioned drivers.
Current wording
Hardware revenues were $29.3 million for the three months ended March 31, 2026, an increase of $7.4 million or 33.9% compared to $21.8 million for the three months ended March 31, 2025. The increase was primarily driven by increased revenues from sales of terminals of $3.8 million, peripherals (scanners, printers, and components) of $0.9 million, kiosks of $0.9 million, and an increase in international sales of $0.8 million. These increases were substantially driven by the timing of tier-one enterprise customer hardware refresh cycles and the onboarding of Operator Cloud customers purchasing hardware. Hardware revenues will continue to be affected by the timing of the aforementioned drivers.
Previous wording
Total gross margin as a percentage of revenue for the nine months ended September 30, 2025, increased to 44.3% as compared to 41.3% for the nine months ended September 30, 2024.
Current wording
Total gross margin as a percentage of revenue for the three months ended March 31, 2026, decreased to 44.0% from 46.5% for the three months ended March 31, 2025.
Previous wording
Amortization of identifiable intangible assets was $3.4 million for the three months ended September 30, 2025, an increase of $0.7 million as compared to $2.7 million for the three months ended September 30, 2024. The increase was primarily driven by an increase in amortizable intangible assets stemming from the Delaget Acquisition and the GoSkip Asset Acquisition.
Current wording
Amortization of identifiable intangible assets was $3.4 million for the three months ended March 31, 2026, relatively unchanged from $3.3 million for the three months ended March 31, 2025.
Previous wording
Other income, net was $0.7 million for the three months ended September 30, 2025, a change of $2.1 million compared to other expense, net of $1.4 million for the three months ended September 30, 2024. The change was substantially driven by foreign currency transaction fluctuations, with net foreign currency gains recognized in the current period compared to net losses in the prior period.
Current wording
Other income, net was $0.8 million for the three months ended March 31, 2026, a change of $0.9 million compared to other expense, net of $0.1 million for the three months ended March 31, 2025. The change was primarily driven by foreign currency fluctuations, with net foreign currency gains recognized in the current period compared to net losses in the prior period.
Previous wording
Net income from discontinued operations was $0.2 million for the nine months ended September 30, 2025, a decrease of $80.5 million as compared to $80.7 million for the nine months ended September 30, 2024. During the nine months ended September 30, 2024, a $77.2 million gain from the divestiture of PAR Government Systems Corporation ("PGSC") and RRC was recognized. The residual amount represents PGSC and RRC operating income, offset by a provision for income taxes relating to the gain from the divestiture of PGSC and RRC. During the nine months ended September 30, 2025, a $0.2 million gain from the divestiture of RRC was recognized as a result of a favorable net working capital settlement.
Current wording
There was no income from discontinued operations for the three months ended March 31, 2026, compared to $0.2 million for the three months ended March 31, 2025, stemming from a $0.2 million gain recognized from the divestiture of RRC as a result of a favorable net working capital settlement.
Previous wording
ARR is the annualized revenue from our subscription services, which includes subscription fees for our SaaS solutions and related support, managed platform development services, and transaction-based fees for payment processing services. We generally calculate 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 our revenue determined in accordance with GAAP, and ARR should be viewed independently of, and not combined with or substituted for, our 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. Our reported ARR is based on a constant currency, using the exchange rates established at the beginning of the year and consistently applied throughout the period and to comparative periods presented. The table below presents our ARR on a constant currency basis, calculated using the exchange rates set at the beginning of 2025. For acquisitions made during each period, the constant currency rate applied is the exchange rate at the date of each acquisition's closure. Using the exchange rates established during the prior period, Engagement Cloud ARR as of September 30, 2024 was $2.9 million higher than the constant currency ARR reported below. Operator Cloud ARR as of September 30, 2024 was $0.5 million higher than the constant currency ARR reported below.
Current wording
ARR is the annualized revenue from our subscription services, which includes subscription fees for our SaaS solutions and related support, managed platform development services, and transaction-based fees for payment processing services. We generally calculate 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 our revenue determined in accordance with GAAP, and ARR should be viewed independently of, and not combined with or substituted for, our 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.
Previous wording
•Engagement Cloud consisting of PAR Engagement (Punchh and PAR Ordering), PAR Retail (including GoSkip), and Plexure product offerings.
Current wording
•Engagement Cloud consisting of PAR Engagement (Punchh and PAR Ordering), PAR Retail, Plexure, and Bridg product offerings.
Previous wording
*Inorganic Engagement Cloud ARR represents GoSkip ARR only as of September 30, 2025.
Current wording
*Inorganic Engagement Cloud ARR represents Bridg ARR only as of March 24, 2026.
Previous wording
*Inorganic Engagement Cloud active sites represents GoSkip active sites only as of September 30, 2025.
Current wording
*Inorganic Engagement Cloud active sites represent Bridg active sites only as of March 24, 2026.
Previous wording
In addition to disclosing financial results in accordance with GAAP, this Quarterly Report contains references to the non-GAAP financial measures below. We believe these non-GAAP financial measures provide investors with useful supplemental information about our operating performance, enable comparison of financial trends and results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management in operating our business and measuring our performance. Our non-GAAP financial measures reflect adjustments based on one or more of the following items below. The income tax effect of the below adjustments, with the exception of non-recurring income taxes, were not tax-effected due to the valuation allowance on all of our net deferred tax assets.
Current wording
In addition to disclosing financial results in accordance with GAAP, this Quarterly Report contains references to the non-GAAP financial measures below. We believe these non-GAAP financial measures provide investors with useful supplemental information about our operating performance, enable comparison of financial trends and results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management in operating our business and measuring our performance. Our non-GAAP financial measures reflect adjustments based on one or more of the following items below. The income tax effect of the below adjustments were not tax-effected due to the valuation allowance on all of our net deferred tax assets.
Previous wording
The tables below provide reconciliations between net (loss) income and adjusted EBITDA, diluted net (loss) income per share and non-GAAP diluted net income (loss) per share, and subscription service gross margin percentage and non-GAAP subscription service gross margin percentage. Amounts presented in the reconciliations and other tables presented herein may not sum due to rounding.
Current wording
The tables below provide reconciliations between net loss and adjusted EBITDA, diluted net loss per share and non-GAAP diluted net income (loss) per share, and subscription service gross margin percentage and non-GAAP subscription service gross margin percentage. Amounts presented in the reconciliations and other tables presented herein may not sum due to rounding.
Previous wording
Our primary sources of liquidity are cash and cash equivalents. As of September 30, 2025, we had cash and cash equivalents of $92.5 million. Cash and cash equivalents consist of highly liquid investments with maturities of 90 days or less, including money market funds.
Current wording
Our primary sources of liquidity are cash and cash equivalents. As of March 31, 2026, we had cash and cash equivalents of $77.2 million. Cash and cash equivalents consist of highly liquid investments with maturities of 90 days or less, including money market funds.
Previous wording
Cash used in operating activities was $15.4 million for the nine months ended September 30, 2025, compared to $28.6 million for the nine months ended September 30, 2024. The decrease in cash used in operating activities was primarily driven by improved profitability from our core operations.
Current wording
Cash used in operating activities was $16.6 million for the three months ended March 31, 2026, compared to $17.2 million for the three months ended March 31, 2025. The decrease in cash used in operating activities was primarily driven by improved profitability from our core operations, partially offset by an increased investment in inventory to support anticipated customer demand.
Previous wording
Cash used in investing activities was $10.9 million for the nine months ended September 30, 2025 compared to $178.1 million for the nine months ended September 30, 2024. Cash used in investing activities during the nine months ended September 30, 2025 included $4.3 million of cash consideration paid in connection with the GoSkip Asset Acquisition, capital expenditures of $2.5 million for fixed assets, and capital expenditures of $4.2 million for developed technology costs associated with our software platforms. The greater amount of cash used in investing activities during the nine months ended September 30, 2024 was largely driven by the Stuzo Acquisition and the TASK Acquisition during that period, which was partially offset by $92.1 million of cash consideration received in connection with the divestiture of PGSC and RRC, and $24.9 million of proceeds from net sales of short-term held-to-maturity investments.
Current wording
Cash used in investing activities was $3.0 million for the three months ended March 31, 2026 compared to $5.7 million for the three months ended March 31, 2025. Cash used in investing activities during the three months ended March 31, 2026 included capital expenditures of $2.4 million for developed technology costs associated with our software platforms and capital expenditures of $0.3 million for fixed assets. The greater amount of cash used in investing activities during the three months ended March 31, 2025 was largely driven by the GoSkip Asset Acquisition.
Previous wording
Cash provided by financing activities was $11.5 million for the nine months ended September 30, 2025, compared to $279.3 million for the nine months ended September 30, 2024. Cash provided by financing activities during the nine months ended September 30, 2025 primarily consisted of the net proceeds from the sale of the 2030 Notes of $111.1 million (net of issuance costs), partially offset by the repayment in full of $90 million principal amount outstanding under the Credit Facility plus accrued interest and prepayment premium. Cash provided by financing activities during the nine months ended September 30, 2024 primarily consisted of a private placement of common stock of $194.5 million (net of issuance costs) and $87.3 million (net of issuance costs) from the Credit Facility. We do not have any off-balance sheet arrangements or obligations.
Current wording
Cash provided by financing activities was $17.8 million for the three months ended March 31, 2026, compared to $10.7 million for the three months ended March 31, 2025. Cash provided by financing activities during the three months ended March 31, 2026 primarily consisted of the net proceeds from the sale of the 2031 Notes of $257.1 million (net of issuance costs), partially offset by $206.2 million used to repurchase a portion of the 2027 Notes and $33.1 million used to repurchase shares of the Company's common stock. Cash provided by financing activities during the three months ended March 31, 2025 primarily consisted of the net proceeds from the sale of the 2030 Notes of $111.1 million (net of issuance costs), partially offset by the repayment in full of $93.6 million principal amount outstanding under the Credit Facility plus accrued interest and prepayment premium. We do not have any off-balance sheet arrangements or obligations.
Previous wording
We expect our available cash and cash equivalents will be sufficient to meet our operating needs for at least the next 12 months. Over the next 12 months our total contractual obligations are $67.5 million, consisting of purchase commitments for normal operations (purchase of inventory, software licensing, use of external labor, and third-party cloud services) of $38.6 million, interest payments of $6.2 million and principal payments of $20.0 million related to long-term debt, and facility lease obligations of $2.6 million. We expect to fund such commitments with cash provided by operating activities and our sources of liquidity.
Current wording
Over the next 12 months our total contractual obligations are $84.2 million, consisting of purchase commitments for normal operations (purchase of inventory, software licensing, use of external labor, and third-party cloud services) of $63.8 million, interest payments of $14.9 million and principal payments of $2.9 million related to long-term debt, and facility lease obligations of $2.6 million. We believe our existing cash and cash equivalents, together with cash flows expected to be generated by our operations, will be sufficient to fund these commitments.
Previous wording
Our non-current contractual obligations are $414.7 million, consisting of purchase commitments for normal operations (purchase of inventory, software licensing, use of external labor, and third-party cloud services) of $16.3 million, interest payments of $10.5 million and principal payments of $380.0 million related to long-term debt, and facility leases of $7.9 million. Refer to “Note 8 – Debt” of the notes to interim condensed consolidated financial statements in "Part I, Item 1. Financial Statements (unaudited)" of this Quarterly Report for additional information. We expect to fund such commitments with cash provided by operating activities, our sources of liquidity, and if necessary, equity, equity-linked, or debt financing arrangements.
Current wording
Our non-current contractual obligations are $510.1 million, consisting of purchase commitments for normal operations (purchase of inventory, software licensing, use of external labor, and third-party cloud services) of $14.3 million, interest payments of $54.1 million and principal payments of $433.0 million related to long-term debt, and facility leases of $8.7 million. Refer to “Note 7 — Debt” of the notes to interim condensed consolidated financial statements in "Part I, Item 1. Financial Statements (unaudited)" of this Quarterly Report for additional information. We believe our existing cash and cash equivalents, together with cash flows expected to be generated by our operations, and if necessary, equity, equity-linked, or debt financing arrangements, will be sufficient to fund these commitments. Our actual cash needs will depend on many factors, including our rate of revenue growth, growth of our SaaS revenues, the timing and extent of spending to support our product development and acquisition integration efforts, the timing of introductions of new products and enhancements to existing products, market acceptance of our products, and the factors described above in "Part I, Item 2. Management's Discussion and
Previous wording
Our actual cash needs will depend on many factors, including our rate of revenue growth, growth of our SaaS revenues, the timing and extent of spending to support our product development and acquisition integration efforts, the timing of introductions of new products and enhancements to existing products, market acceptance of our products, and the factors described above in "Part I, Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations”, elsewhere in this Quarterly Report, in the 2024 Annual Report, and in our other filings with the SEC.
Current wording
Analysis of Financial Condition and Results of Operations”, elsewhere in this Quarterly Report, in the 2025 Annual Report, and in our other filings with the SEC.
Previous wording
Our financial statements are based on the application of accounting principles generally accepted in the United States of America. GAAP requires the use of estimates, assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue, and expense amounts reported. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently applied. Valuations based on estimates are reviewed for reasonableness and adequacy on a consistent basis. Significant items subject to these estimates and assumptions include revenue recognition, the recognition and measurement of assets acquired and liabilities assumed in business combinations and asset acquisitions at fair value, identifiable intangible assets and goodwill, valuation allowances for receivables, valuation of excess and obsolete inventories, and classification of discontinued operations. Actual results could differ from these estimates. Our estimates are subject to uncertainties, including those associated with market conditions, risks and trends. Refer to "Part II, Item 1A. Risk Factors" of this Quarterly Report for additional information. Our critical accounting policies have not changed materially from the discussion of those policies included under “Critical Accounting Policies and Estimates” in our 2024 Annual Report.
Current wording
Our financial statements are based on the application of accounting principles generally accepted in the United States of America. GAAP requires the use of estimates, assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue, and expense amounts reported. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently applied. Valuations based on estimates are reviewed for reasonableness and adequacy on a consistent basis. Significant items subject to these estimates and assumptions include revenue recognition, the recognition and measurement of assets acquired and liabilities assumed in business combinations and asset acquisitions at fair value, identifiable intangible assets and goodwill, valuation allowances for receivables, and valuation of excess and obsolete inventories. Actual results could differ from these estimates. Our estimates are subject to uncertainties, including those associated with market conditions, risks and trends. Refer to "Part II, Item 1A. Risk Factors" of this Quarterly Report for additional information. Our critical accounting policies have not changed materially from the discussion of those policies included under “Critical Accounting Policies and Estimates” in our 2025 Annual Report.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Hardware revenues were $78.6 million for the nine months ended September 30, 2025, an increase of $17.6 million or 28.9% compared to $61.0 million for the nine months ended September 30, 2024. The increase was primarily driven by increased revenues from sales of terminals of $4.5 million, peripherals (scanners, printers, and components) of $4.1 million, kitchen display systems of $2.6 million, kiosks of $1.9 million, and an increase in international sales of $3.4 million. These increases were substantially driven by increased sales volume resulting from customer demand that was pulled forward in advance of anticipated tariff impacts, as well as the timing of tier- one enterprise customer hardware refresh cycles and the onboarding of Operator Cloud customers purchasing hardware. Hardware revenues will continue to be affected by the timing of the aforementioned drivers.