TRANSACT TECHNOLOGIES INC
10-K/A, 1998-07-23
COMPUTER PERIPHERAL EQUIPMENT, NEC
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC. 20549

                                    FORM 10-K/A

(Mark One)

(X)      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
         THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended                         December 31, 1997

                                       or

(  )     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
         SECURITIES EXCHANGE ACT OF 1934 [No Fee Required]

For the transition period from                          to                     .

Commission file number: 0-21121

                       TRANSACT TECHNOLOGIES INCORPORATED
             (Exact name of registrant as specified in its charter)

<TABLE>

<S>                                                               <C>

DELAWARE                                                                                   06-1456680
(State or other jurisdiction of incorporation or                 (I.R.S. Employer Identification No.)
organization)

7 LASER LANE, WALLINGFORD, CT                                                                   06492
(Address of principal executive offices)                                                   (Zip Code)

Registrant's telephone number, including area code                                       203-269-1198

</TABLE>
<PAGE>   2
                                     PART IV

ITEM 14.   EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.

      (A) THE FOLLOWING FINANCIAL STATEMENTS AND EXHIBITS ARE FILED AS PART OF
THIS REPORT:

                                                                               
         (i)    None.                                                       
         
        (ii)    None.   
           
       (iii)    List of exhibits.  

                10.29     Amendment to OEM Purchase Agreement by and between
                          Okidata and Tridex, dated May 31, 1996. (Pursuant to
                          Rule 24b-2 under the Exchange Act, the Company has
                          requested confidential treatment of portions of this
                          exhibit deleted from the filed copy.)

<PAGE>   3
                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.

                                        TRANSACT TECHNOLOGIES INCORPORATED

                                        By:  /s/ Bart C. Shuldman
                                             -----------------------------------
                                             Bart C. Shuldman
                                             President, Chief Executive Officer
                                              and Director
                                             Date:   July 23, 1998

Pursuant to the requirements of the Securities Act of 1934, this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.

<TABLE>
<CAPTION>
Signature                                                   Title                                       Date
- ---------                                                   -----                                       ----

<S>                                         <C>                                                 <C>
   /s/ Bart C. Shuldman                     President, Chief Executive Officer and               July 23, 1998
- ------------------------------------        Director
Bart C. Shuldman                            (Principal Executive Officer)

   /s/ Richard L. Cote                      Executive Vice President, Chief Financial            July 23, 1998
- ------------------------------------        Officer, Treasurer, Secretary and Director
Richard L. Cote                             (Principal Financial Officer)

   /s/ Steven A. DeMartino                  Corporate Controller                                 July 23, 1998
- ------------------------------------        (Principal Accounting Officer)
Steven A. DeMartino                    

   /s/ Thomas R. Schwarz                    Chairman of the Board and Director                   July 23, 1998
- ------------------------------------
Thomas R. Schwarz

                                            Director
- ------------------------------------
Graham Y. Tanaka

                                            Director
- ------------------------------------
Charles A. Dill
</TABLE>

<PAGE>   4
                                  EXHIBIT LIST

The following exhibits are filed herewith.

<TABLE>
<CAPTION>
                                                                                                       
Exhibit                                                                                                
- -------                                                                                                
<S>       <C>                                                                                          

10.29     Amendment to OEM Purchase Agreement by and between Okidata and Tridex, dated
          May 31, 1996. (Pursuant to Rule 24b-2 under the Exchange Act, the Company has 
          requested confidential treatment of portions of this exhibit deleted from the 
          filed copy.)
</TABLE>



<PAGE>   1
                       TRANSACT TECHNOLOGIES INCORPORATED
                                  EXHIBIT 10.29




May 31, 1996



Mr. Bart Shuldman
Ithaca Peripherals Incorporated
7 Laser Lane
Wallingford, CT  06492

                           Re:  OEM Agreement

Dear Bart:

The purpose of this letter is to renew our OEM Agreement for another two (2)
year pricing term which will begin August 28, 1995 and expire August 28, 1997,
with deliveries to be completed by February 28, 1998, and to replace Exhibit A
with the new Exhibit A as attached. The terms and conditions of this new
Agreement will be as stated in the OEM Agreement which we entered in January 21,
1991 and all subsequent agreed upon amendments made thereto.

This Agreement will be subject to the provisions of a Strategic Agreement dated
May 9, 1996, between the Parties. Accordingly, the term of this Agreement will
be five (5) years, coincident with the Strategic Agreement.

If you agree to this renewal contract, please indicate your acceptance by
signing both originals in the space provided. Retain one duplicate original for
your records and return the other to my attention.

Certainly we appreciate our long standing business relationship as we look
forward to continued success in the future.

Sincerely,                              Ithaca Peripherals Incorporated

                                        /s/ Bart C. Shuldman
                                        -------------------------------
                                        (Signature)

/s/ David L. Vaughn
- -------------------------------
David L. Vaughn                         Bart C. Shuldman
Manager, Legal Affairs                  -------------------------------
                                        (Name)

Enclosure                               May 31, 1996
c:   T. Donahue                         -------------------------------
     E. Morris                          (Date)
     J. Rowley
<PAGE>   2
                                   EXHIBIT A

<TABLE>
<CAPTION>
                              Specification       Order     Quantity  ITHACA Price
Product                          Number            Mult
- ----------------------------------------------------------------------------------
<S>                           <C>                 <C>       <C>       <C>
ITHACA ML 172 Parks Kit,        58221401          500         *          *
IBM Parallel 120 VAC.

ITHACA ML 172 Parts Kit,        58221402          500         *          *
IBM Parallel, 220 VAC.

ITHACA ML 172 Parts Kit,        58221501          500         *          *
IBM RS-232C Serial, 120
VAC.

ITHACA ML 172 Parts Kit,        58221502          500         *          *
IBM RS-232C Serial, 220
VAC.

ITHACA ML 184T Parts Kit,       58236101          500         *          *
IBM Parallel, 120 VAC.

ITHACA ML 184T Parts Kit,       58236102          500         *          *
IBM Parallel, 220 VAC.

ITHACA M90 Kit                  58238101          500         *          *
                                                              *          *   
                                                              *          *   
                                                              *          *   


</TABLE>

* CONFIDENTIAL TREATMENT REQUESTED

* Specified Quantity
  Other pricing is provided for retroactive pricing as necessary


NOTE: The Product contained in this Exhibit "A" Agreement is NOT covered by an
OKIDATA warranty and does not include a ribbon cassette, AC line cord or
carriage shaft.

jb 4/25/96 


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