Hypercom Corporation Annual Report - CiteSeer

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EXHIBIT INDEX Exhibit Number Description of Exhibit and Method of Filing 3.1 — Amended and Restated Certificate of Incorporation of Hypercom Corporation (incorporated by reference to Exhibit 3.1 to Hypercom Corporation’s Registration Statement on Form S-1 (Registration No. 333-35461) filed on September 12, 1997) 3.2 — Second Amended and Restated Bylaws of Hypercom Corporation (incorporated by reference to Exhibit 3.1 to Hypercom Corporation’s Current Report on Form 8-K filed on November 6, 2006) 4.1 — Amended and Restated Certificate of Incorporation of Hypercom Corporation (incorporated by reference to Exhibit 3.1 to Hypercom Corporation’s Registration Statement on Form S-1 (Registration No. 333-35461) filed on September 12, 1997) 10.1 — Hypercom Corporation Long-Term Incentive Plan (incorporated by reference to Exhibit 4.3 to Hypercom Corporation’s Registration Statement on Form S-8 (Registration No. 333-67440) filed on August 14, 2001)*** 10.2 — Amended and Restated Hypercom Corporation 1997 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.1 to Hypercom Corporation’s Quarterly Report on Form 10-Q filed on May 10, 2004)*** 10.3 — Hypercom Corporation 2000 Broad-Based Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to Hypercom Corporation’s Registration Statement on Form S-8 (Registration No. 333-97181) filed on July 26, 2002)*** 10.4 — Hypercom Corporation Nonemployee Directors’ Stock Option Plan (incorporated by reference to Exhibit 10.1 to Hypercom Corporation’s Registration Statement on Form S-8 (Registration No. 333-97179) filed on July 26, 2002)*** 10.5 — Amendment to the Hypercom Corporation Nonemployee Directors’ Stock Option Plan (Incorporated by reference to Appendix I of the Company’s Definitive Proxy Statement on Schedule 14A filed on April 17, 2006)*** 10.6 — Hypercom Corporation 2008 Employee Stock Purchase Plan (incorporated by reference to Appendix A to Hypercom Corporation’s Definitive Proxy Statement on Schedule 14A filed on April 30, 2008)*** 10.7 — First Amendment to the Hypercom Corporation Long-Term Incentive Plan (effective January 1, 2009) (incorporated by reference to Exhibit 10.7 to Hypercom Corporation’s Annual Report on Form 10-K filed on March 16, 2009)*** 10.8 — First Amendment to the Hypercom Corporation 2000 Broad-Based Stock Incentive Plan (effective January 1, 2009) (incorporated by reference to Exhibit 10.8 to Hypercom Corporation’s Annual Report on Form 10-K filed on March 16, 2009)*** 10.9 — Second Amendment to the Hypercom Corporation Nonemployee Directors’ Stock Option Plan (effective January 1, 2009) (incorporated by reference to Exhibit 10.9 to Hypercom Corporation’s Annual Report on Form 10-K filed on March 16, 2009)*** 10.10 — Credit Agreement dated January 31, 2005, by and between Hypercom Corporation and Wells Fargo N.A. (incorporated by reference to Exhibit 10.1 to Hypercom Corporation’s Current Report on Form 8-K filed on February 3, 2005) 10.11 — First Amendment dated February 15, 2005, to the Credit Agreement dated January 31, 2005, by and between Hypercom Corporation and Wells Fargo N.A. (incorporated by reference to Exhibit 10.1 to Hypercom Corporation’s Quarterly Report on Form 10-Q filed on August 9, 2005) 10.12 — Second Amendment dated March 15, 2006, to the Credit Agreement dated January 31, 2005, by and between Hypercom Corporation and Wells Fargo N.A. (incorporated by reference to Exhibit 10.12 to Hypercom Corporation’s Annual Report on Form 10-K filed on March 16, 2006) 10.13 — Employment Agreement, effective January 16, 2007, between Philippe Tartavull and Hypercom Corporation (incorporated by reference to Exhibit 10.1 to Hypercom Corporation’s Current Report on Form 8-K filed on January 17, 2007)*** - 87 -
Exhibit Number Description of Exhibit and Method of Filing 10.14 — Amendment to Employment Agreement, dated July 11, 2007, by and between Hypercom Corporation and Philippe Tartavull (incorporated by reference to Exhibit 10.3 to Hypercom Corporation’s Current Report on Form 8-K filed on July 13, 2007)*** 10.15 — Contract Manufacturing Agreement, dated as of December 7, 2007, between Hypercom Manufacturing Resources, Inc. and Venture Corporation (Singapore) LTD (incorporated by reference to Exhibit 10.20 to Hypercom Corporation’s Annual Report on Form 10-K filed on March 14, 2008)† 10.16 — Amendment to Employment Agreement, dated December 20, 2007, by and between Hypercom Corporation and Philippe Tartavull (incorporated by reference to Exhibit 10.4 to Hypercom Corporation’s Current Report on Form 8- K filed on December 20, 2007)*** 10.17 — Employment Agreement, dated December 26, 2007, by and between Norman Stout and Hypercom Corporation (incorporated by reference to Exhibit 10.1 to Hypercom Corporation’s Current Report on Form 8-K filed on December 31, 2007)*** 10.18 — Loan and Security Agreement, dated as of January 15, 2008, among Hypercom U.S.A., Inc. and Hypercom Manufacturing Resources, Inc., as Borrowers, Certain Financial Institutions, as Lenders, and Bank of America, N.A., as Agent (incorporated by reference to Exhibit 10.2 to Hypercom Corporation’s Current Report on Form 8-K/A filed on January 22, 2008) 10.19 — First Amendment to Loan and Security Agreement and Limited Consent, dated as of February 10, 2010, among Hypercom U.S.A., Inc. and Hypercom Manufacturing Resources, Inc., as Borrowers, Certain Financial Institutions, as Lenders, and Bank of America, N.A., as Agent* 10.20 — Share Purchase Agreement, dated as of February 13, 2008, by and among Thales SA, Thales Holding GmbH, Thales UK Limited, and Hypercom Corporation (incorporated by reference to Exhibit 10.1 to Hypercom Corporation’s Current Report on Form 8-K filed on February 14, 2008) 10.21 — Indemnification Agreement, dated as of February 13, 2008, by and between Francisco Partners II, L.P. and Hypercom Corporation (incorporated by reference to Exhibit 10.2 to Hypercom Corporation’s Current Report on Form 8-K filed on February 14, 2008) 10.22 — Credit Agreement, dated as of February 13, 2008, by and between Hypercom Corporation and Francisco Partners II, L.P. (incorporated by reference to Exhibit 10.3 to Hypercom Corporation’s Current Report on Form 8-K filed on February 14, 2008) 10.23 — Amendment to the Share Purchase Agreement (Amendment Nº1), dated as of April 1, 2008, by and between Thales SA, Thales Holding GmbH, Thales UK Limited, and Hypercom Corporation (incorporated by reference to Exhibit 10.1 to Hypercom Corporation’s Current Report on Form 8-K filed on April 2, 2008, as amended by the Current Report on Form 8-K/A filed on June 16, 2008) 10.24 — Employment Contract, dated March 31, 2008, by and between Thales e-Transactions SA and Henry Gaillard (incorporated by reference to Exhibit 10.1 to Hypercom Corporation’s Current Report on Form 8-K filed on July 11, 2008)*** 10.25 — Amendment to Employment Agreement, dated October 23, 2008, by and between Hypercom Corporation and Philippe Tartavull (incorporated by reference to Exhibit 10.1 to Hypercom Corporation’s Current Report on Form 8- K filed on October 28, 2008)*** 10.26 — Amendment to Employment Agreement, dated December 31, 2008, by and between Hypercom Corporation and Norman Stout (incorporated by reference to Exhibit 10.25 to Hypercom Corporation’s Annual Report on Form 10-K filed on March 16, 2009)*** 10.27 — Amendment to Employment Agreement, dated December 31, 2008, by and between Hypercom Corporation and Philippe Tartavull (incorporated by reference to Exhibit 10.26 to Hypercom Corporation’s Annual Report on Form 10-K filed on March 16, 2009)*** - 88 -
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Hypercom Corporation Annual Report
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i. to our StoCkhoLderS, CuStomerS,
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iii. 2009 highLightS January - Febr
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v. iphone SeCure paymentS SoLutionS
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vii. SmartpaymentS wynid Server-baS
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iX. hyperCom Corporation End-to-End
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(This Page Left Blank Intentionally
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Yes � No � Indicate by check ma
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CAUTIONARY STATEMENT REGARDING FORW
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On April 1, 2008, we acquired all o
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solution against payment card fraud
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aggressively transitioning into the
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Trusted Transaction Services — Ou
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and biometric authentication and en
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Proprietary Rights We rely upon pat
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• the type, timing and size of or
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affecting our business. However, if
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Furthermore, we utilize contract ma
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economic climate, the credit market
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Our failure to properly comply with
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espect of the related indebtedness.
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Lisa Shipley v. Hypercom Corporatio
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(e) In September 2006, we completed
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of our stock grants and only recogn
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In 2009, we incurred employee sever
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Costs of Revenue and Gross Profit C
Page 54 and 55: Net Revenues Net revenues increased
Page 56 and 57: Our products revenues relate primar
Page 58 and 59: Changes in operating assets and lia
Page 60 and 61: significantly impacted by a 100 bas
Page 62 and 63: Report of Independent Registered Pu
Page 64 and 65: Item 13. Certain Relationships and
Page 66 and 67: REPORT OF INDEPENDENT REGISTERED PU
Page 68 and 69: HYPERCOM CORPORATION CONSOLIDATED S
Page 70 and 71: HYPERCOM CORPORATION CONSOLIDATED S
Page 72 and 73: Allowance for Doubtful Accounts Pay
Page 74 and 75: Revenue Recognition Revenue is reco
Page 76 and 77: The Company does not provide for fe
Page 78 and 79: The purchase price consisted of the
Page 80 and 81: and assuming no subsequent impairme
Page 82 and 83: Of the $2.9 million of costs incurr
Page 84 and 85: 7. Leases Sales-Type Leases The Com
Page 86 and 87: 12. Product Warranty Liability The
Page 88 and 89: Long-term debt, which approximates
Page 90 and 91: the issuance of non-qualified stock
Page 92 and 93: 17. Income Taxes Loss before income
Page 94 and 95: enefit obligations as of December 3
Page 96 and 97: In determining the asset allocation
Page 98 and 99: The Company’s cash and cash equiv
Page 100 and 101: The Company’s depreciation and am
Page 102 and 103: First Second Third Fourth Fiscal Qu
Page 106 and 107: Exhibit Number Description of Exhib
Page 108 and 109: I, Thomas B. Sabol, certify that: C
Page 110 and 111: (This Page Left Blank Intentionally
Page 112 and 113: NOTES HYPERCOM CORPORATION
Page 114 and 115: Xi. StoCk perFormanCe Chart The fol
Page 116: World Headquarters: hypercom Corpor
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