Item 2.02 Results of Operations and Financial Condition
On September 2, 2009, the Company and its subsidiaries, Premier Election
Solutions Canada ULC ("Premier Canada") and Premier Election Solutions ("Premier
Election"), entered into a purchase agreement (the "Purchase Agreement") with
Elections Systems & Software, Inc. and its subsidiary (collectively, "ES&S")
pursuant to which ES&S agreed to purchase all of the outstanding capital stock
of Premier Election and Data Information Management Systems, Inc. ("Data
Information") and substantially all of the assets of Premier Canada. The Company
conducted its election systems business in the United States and Canada through
Premier Election, Premier Canada and Data Information (collectively, "PESI").
The Company's sale of PESI was consummated simultaneously with the entry into
the Purchase Agreement on September 2, 2009. In accordance with generally
accepted accounting principles in the United States, the Company has
reclassified the operating results of PESI to discontinued operations for all
periods. Included in Exhibit 99.1 to this Current Report on Form 8-K are the
2008 quarterly and the first two quarters of 2009 financial results of the
Company's continuing operations depicting the impact to GAAP and non-GAAP
earnings per share from the reclassification of PESI to discontinued operations.
The information in this report shall not be deemed "filed" for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of that section and shall not be incorporated by
reference into any registration statement or other document pursuant to the
Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. Exhibit Description
99.1 PESI Impact on EPS from Continuing Operations.
|