content: <PAGE>
  
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
  
  
                                      FORM 8-K
  
                                   CURRENT REPORT
  
  
                         Pursuant to Section 13 or 15(d) of
                         the Securities Exchange Act of 1934
  
  
           Date of report (date of earliest event reported): July 28, 1998
  
  
  
                         AXIOHM TRANSACTION SOLUTIONS, INC.
  
               (Exact name of registrant as specified in its charter)
  
  
  
  
  ------------------------------ --------------------------- ---------------------
          California                      0-13459                 94-2917470
  ------------------------------ --------------------------- ---------------------
  ------------------------------ --------------------------- ---------------------
    (State or jurisdiction          (Commisson File Number)    (I.R.S. Employer
  incorporation or organization)                               Identification No.)
  ------------------------------ --------------------------- ---------------------
  
  
                           16 Sentry Park West, Suite 450
                              1787 Sentry Parkway West
                            Blue Bell, Pennsylvania 19422
  
            (Address, including zip code, of principal executive offices)
  
         Registrant's telephone number, including area code: (215) 591-0940
  
                              15070 Avenue of Science
                            San Diego, California 92128
  
           (Former name or former address, if changed since last report)
  
  
  
  <PAGE>
  
  Item 5.  Other Events
  --------------------------------------------------------------------------------
  FOR RELEASE AT 1PM EAST COAST TIME, JULY 28TH, 1998
  --------------------------------------------------------------------------------
  
                 AXIOHM TRANSACTION SOLUTIONS REPORTS SECOND QUARTER
                  RESULTS AND ANNOUNCES MAJOR RESTRUCTURING PROGRAM
  
           Blue Bell,  PA/July 28,  1998---  Axiohm  Transaction  Solutions,  Inc.
  (Nasdaq:  AXHM) today  announced  results for the second  quarter and six months
  ended July 4, 1998.
           Sales  in the  second  quarter  rose  85% to  $58,617,000  compared  to
  $31,724,000  in the  second  quarter  of  1997.  Net loss  for the  quarter  was
  $6,286,000  or $0.96 per share  compared  with net income of $3,355,000 or $0.52
  per share in the same period last year.  Excluding  acquisition related non-cash
  amortization,  net income would have been  $2,175,000 or $0.33 per share for the
  second quarter of 1998. 1998 financial results reflect the merger of Axiohm S.A.
  and DH Technology, Inc. in August 1997.
           Sales in the six months  ended  July 4, 1998 grew 104% to  $115,686,000
  compared to  $56,615,000  in the first six months of 1997.  Net loss for the six
  months  was  $13,022,000  or  $2.00  per  share,  compared  with net  income  of
  $4,980,000  or  $0.76  per  share  in  the  same  period  last  year.  Excluding
  acquisition related non-cash  amortization,  net income for the six months would
  have been $3,901,000 or $0.60 per share.
           The Company also announced that it currently anticipates generally flat
  sales and a decline in operating income before  acquisition  related charges and
  amortization  and  restructuring  charges in the second half of 1998 compared to
  the first half  because of new  product  delays and lower  order  rates from one
  customer.  The Company  currently expects that full year operating income before
  acquisition  related charges and amortization and restructuring  charges will be
  approximately 11 to 12 percent of net sales. The Company  currently expects debt
  levels,  on  average,  to remain near  current  levels  during the next  several
  months.
  
  
           "Due to the focus on the  integration of Axiohm and DH  Technology,  we
  experienced  a six month delay in the  roll-out  of several new product  lines,"
  commented Mr. Nicolas Dourassoff,  Chief Executive Officer.  "These programs are
  now on track with their revised schedules, and we expect to see a revenue impact
  from their  roll-out in 1999.  In addition to the roll-out of new  products,  we
  also are increasing our research and development program and expect R&D spending
  in the  second  half to exceed  first  half R & D  spending.  We are  working to
  diversify our product mix and customer base in the financial  services  industry
  and  believe  that  there  are  significant  opportunities  for  growth  in this
  marketplace."
           Axiohm today also announced a major  restructuring  program designed to
  streamline the Company's operations and improve manufacturing  efficiencies.  As
  part of this program,  the Company will consolidate its Paso Robles,  California
  and Riverton,  Wyoming manufacturing operations principally into its Ithaca, New
  York manufacturing operation. The Company expects that these actions will result
  in the  reduction of  approximately  200 jobs in the closing  locations  and the
  addition of  approximately  100 jobs in Ithaca,  New York. This final program is
  the  result of an  assessment  that began at the time of the  acquisition  of DH
  Technology.
           The Company  expects  that when the moves are  completed  by late 1999,
  pre-tax  operating costs will be reduced by  approximately  $3.5 million a year.
  The  Company  expects  to  incur  approximately  $6  million  of  costs to fully
  implement  the plan by the end of 1999,  of which  approximately  $3 million was
  recorded in the second quarter of 1998 as an adjustment of the purchase price of
  DH Technology, Inc.
  <PAGE>
  
           Mr.  Dourassoff  commented,  "As a  result  of  the  acquisition  of DH
  Technology,  Inc., we have too many manufacturing locations for a company of our
  size. We expect this  restructuring  program to create a leaner,  more efficient
  company that can more quickly respond to market needs."
           With the  exception of the reported  actual  results,  the  information
  presented  herein  contains  predictions,  estimates  and other  forward-looking
  statements  within the meaning of Section 27A of the  Securities Act of 1933 and
  Section  21E  of  the  Securities  Exchange  Act  of  1934,  including,  without
  limitation,  statements  that  include  the words  "expects"  "anticipates"  and
  "believes" or similar  expressions and statements  relating to anticipated sales
  and operating income,  anticipated debt levels,  new product plans,  anticipated
  spending  levels,  growth  objectives and  anticipated  restructuring  costs and
  related operating cost reductions. Such forward-looking statements involve known
  and  unknown  risks,  uncertainties  and other  factors  that may  cause  actual
  results,  performance or achievements  of the Company to differ  materially from
  those  expressed  or implied by such  forward-looking  statements.  Although the
  company believes that its plans,  intentions and expectations  reflected in such
  forward-looking  statement are based on reasonable  assumptions,  it can give no
  assurance that such plans, intentions, expectations, objectives or goals will be
  achieved. Important factors that could cause actual results to differ materially
  from those included in the forward  looking  statements  include:  the timing of
  customer orders; the timing of completion of existing customer contracts; market
  acceptance of new and enhanced versions of the Company's products; the economies
  in the areas in which the  Company  operates;  the  revenue  and cost  impact of
  closing two of the Company's manufacturing  facilities;  the efficiency and cost
  of labor in its Ithaca, New York facility;  the potential ability of the Company
  to transfer/relocate  employees from its Paso Robles and Riverton  manufacturing
  facilities;  the inability of the Company to produce  realize  anticipated  cost
  reductions  because  of the  substantial  amount of  management  time  involved;
  difficulties in year 2000 compliance and the impact of substantial  leverage and
  debt service on the company.  Additional important factors are also set forth in
  the Company's 1997 10-K and 10-Qs for 1998.
           Axiohm  Transaction  Solutions  is one of the two  largest  non-captive
  designers,  manufacturers and marketers of transaction printers in the world and
  is the only transaction  printer  manufacturer  currently  manufacturing its own
  thermal and impact printheads. Axiohm's transaction printer products are used in
  retail,  financial and commercial  transactions to provide  transaction  records
  such as receipts, tickets, register journals, checks and other documents. Axiohm
  also has an  increasing  sales  presence in the markets for magnetic  stripe and
  computer  chip  card  readers  and bar  code  printers  and  related  consumable
  supplies.
  
  <PAGE>
  
  --------------------------------------------------------------------------------
  AXIOHM TRANSACTION SOLUTIONS, INC. AND SUBSIDIARIES
  --------------------------------------------------------------------------------
  
  Condensed Consolidated Statements of Operations (Unaudited)
  (In Thousands, except per share amounts)
  --------------------------------------------------------------------------------
                                       Three Months Ended       Six Months Ended
                                      Jul. 4,     Jun. 30,     Jul. 4,    Jun. 30,
                                       1998         1997        1998        1997
  --------------------------------------------------------------------------------
  
  Net sales                            $58,617    $31,724    $115,686     $56,615
  Cost of net sales                    $37,084    $21,478     $74,079     $38,802
  --------------------------------------------------------------------------------
  Gross margin                         $21,533    $10,246     $41,607     $17,813
  --------------------------------------------------------------------------------
  Operating expenses:
    Selling, general and admin.         $9,476     $2,828     $18,280      $5,805
       Research and development         $3,866     $1,884      $7,956      $3,624
       Acquisition related amor.        $8,461         --     $16,923          --
  --------------------------------------------------------------------------------
  Total operating expenses             $21,803     $4,712     $43,159      $9,429
  --------------------------------------------------------------------------------
  Income (loss) from operations          ($270)    $5,534     ($1,552)     $8,384
  --------------------------------------------------------------------------------
  Net interest exp. and other income    $4,590        $66      $8,869        $192
  --------------------------------------------------------------------------------
  Income (loss) before income taxes    ($4,860)    $5,468    ($10,421)     $8,192
  --------------------------------------------------------------------------------
  Income taxes                          $1,426     $2,113      $2,601      $3,212
  --------------------------------------------------------------------------------
  Net income (loss)                    ($6,286)    $3,355    ($13,022)     $4,980
  --------------------------------------------------------------------------------
  --------------------------------------------------------------------------------
  Basic: Net income (loss) per share    ($0.96)     $0.52      ($2.00)      $0.76
         Shares used in per calculation  6,519      6,513       6,519       6,513
  --------------------------------------------------------------------------------
  Dil:   Net income (loss) per share    ($0.96)     $0.52      ($2.00)      $0.76
         Shares used in per calculation  6,519      6,513       6,519       6,513
  --------------------------------------------------------------------------------
  
  <PAGE>
  
  Consolidated Balance Sheets  (Unaudited)
  (In thousands)
  --------------------------------------------------------------------------------
                                                             Jul. 4,    Dec. 31,
                                                              1998        1997
                                                           (Unaudited)
  --------------------------------------------------------------------------------
  Assets
  
  Current assets:
  
               Cash and cash equivalents                       $1,811      $3,877
               Restricted cash                                     --      $8,594
               Accounts receivable,net                        $36,559     $30,515
               Inventories                                    $33,956     $30,103
               Prepaids and other current assets              $14,109     $11,015
  --------------------------------------------------------------------------------
                       Total  current assets                  $86,435     $84,104
  --------------------------------------------------------------------------------
               Fixed assets, net                              $20,451     $21,535
               Intangible assets, net                         $81,315     $92,371
               Other assets                                    $6,243      $6,034
  --------------------------------------------------------------------------------
                       Total assets                          $194,444    $204,044
  --------------------------------------------------------------------------------
  
  Liabilities and Shareholders' Equity
  
  Current liabilities:
  
               Accounts payable                               $16,658     $17,351
               Current portion of long-term debt               $7,021      $6,597
               Accrued expenses and other liabilities         $18,311     $27,907
  --------------------------------------------------------------------------------
                       Total current liabilities              $41,990     $51,855
  --------------------------------------------------------------------------------
  
  Long-term debt                                             $180,066    $167,133
  Deferred tax liability                                          $96        $131
  Other long-term liabilities                                  $3,235      $3,006
  Shareholders' equity                                       ($30,943)   ($18,081)
  
  --------------------------------------------------------------------------------
               Total liabilities and shareholders' equity    $194,444    $204,044
  --------------------------------------------------------------------------------
  
  <PAGE>
  
  
                                      SIGNATURE
  
           Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
  the  Registrant  has duly  caused  this report to be signed on its behalf by the
  undersigned hereunto duly authorized.
  
  
                         AXIOHM TRANSACTION SOLUTIONS, INC.
  
  
  
  Dated: July 28, 1998                  By:       /s/ Walter S. Sobon
                                               -------------------------
                                                     Walter S. Sobon
                                                 Chief Financial Officer
  
  
  
  <PAGE>
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "AXIOHM TSI 07/28/98 PRESS RELEASE", "secsgml_size_bytes": 15126}]
metadata_filer: {"company-data": {"conformed-name": "AXIOHM TRANSACTION SOLUTIONS INC", "cik": "0000728376", "assigned-sic": "3679", "irs-number": "942917470", "state-of-incorporation": "CA", "fiscal-year-end": "0102"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-13459", "film-number": "98672384"}, "business-address": {"street1": "16 SENTRY PARK WEST, SUITE 450", "street2": "1787 SENTRY PARKWAY WEST", "city": "BLUE BELL", "state": "PA", "zip": "19422", "phone": "215-591-0940"}, "mail-address": {"street1": "16 SENTRY PARK WEST, SUITE 450", "street2": "1787 SENTRY PARKWAY WEST", "city": "BLUE BELL", "state": "PA", "zip": "19422"}, "former-company": {"former-conformed-name": "DH TECHNOLOGY INC", "date-changed": "19920703"}}
text: SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
  
                                      FORM 8-K
  
                                   CURRENT REPORT
  
                         Pursuant to Section 13 or 15(d) of
                         the Securities Exchange Act of 1934
  
           Date of report (date of earliest event reported): July 28, 1998
  
                         AXIOHM TRANSACTION SOLUTIONS, INC.
  
               (Exact name of registrant as specified in its charter)
  
  ------------------------------ --------------------------- ---------------------
          California                      0-13459                 94-2917470
  ------------------------------ --------------------------- ---------------------
  ------------------------------ --------------------------- ---------------------
    (State or jurisdiction          (Commisson File Number)    (I.R.S. Employer
  incorporation or organization)                               Identification No.)
  ------------------------------ --------------------------- ---------------------
  
                           16 Sentry Park West, Suite 450
                              1787 Sentry Parkway West
                            Blue Bell, Pennsylvania 19422
  
            (Address, including zip code, of principal executive offices)
  
         Registrant's telephone number, including area code: (215) 591-0940
  
                              15070 Avenue of Science
                            San Diego, California 92128
  
           (Former name or former address, if changed since last report)
  Item 5.  Other Events
  --------------------------------------------------------------------------------
  FOR RELEASE AT 1PM EAST COAST TIME, JULY 28TH, 1998
  --------------------------------------------------------------------------------
  
                 AXIOHM TRANSACTION SOLUTIONS REPORTS SECOND QUARTER
                  RESULTS AND ANNOUNCES MAJOR RESTRUCTURING PROGRAM
  
           Blue Bell,  PA/July 28,  1998---  Axiohm  Transaction  Solutions,  Inc.
  (Nasdaq:  AXHM) today  announced  results for the second  quarter and six months
  ended July 4, 1998.
           Sales  in the  second  quarter  rose  85% to  $58,617,000  compared  to
  $31,724,000  in the  second  quarter  of  1997.  Net loss  for the  quarter  was
  $6,286,000  or $0.96 per share  compared  with net income of $3,355,000 or $0.52
  per share in the same period last year.  Excluding  acquisition related non-cash
  amortization,  net income would have been  $2,175,000 or $0.33 per share for the
  second quarter of 1998. 1998 financial results reflect the merger of Axiohm S.A.
  and DH Technology, Inc. in August 1997.
           Sales in the six months  ended  July 4, 1998 grew 104% to  $115,686,000
  compared to  $56,615,000  in the first six months of 1997.  Net loss for the six
  months  was  $13,022,000  or  $2.00  per  share,  compared  with net  income  of
  $4,980,000  or  $0.76  per  share  in  the  same  period  last  year.  Excluding
  acquisition related non-cash  amortization,  net income for the six months would
  have been $3,901,000 or $0.60 per share.
           The Company also announced that it currently anticipates generally flat
  sales and a decline in operating income before  acquisition  related charges and
  amortization  and  restructuring  charges in the second half of 1998 compared to
  the first half  because of new  product  delays and lower  order  rates from one
  customer.  The Company  currently expects that full year operating income before
  acquisition  related charges and amortization and restructuring  charges will be
  approximately 11 to 12 percent of net sales. The Company  currently expects debt
  levels,  on  average,  to remain near  current  levels  during the next  several
  months.
  
           "Due to the focus on the  integration of Axiohm and DH  Technology,  we
  experienced  a six month delay in the  roll-out  of several new product  lines,"
  commented Mr. Nicolas Dourassoff,  Chief Executive Officer.  "These programs are
  now on track with their revised schedules, and we expect to see a revenue impact
  from their  roll-out in 1999.  In addition to the roll-out of new  products,  we
  also are increasing our research and development program and expect R&D spending
  in the  second  half to exceed  first  half R & D  spending.  We are  working to
  diversify our product mix and customer base in the financial  services  industry
  and  believe  that  there  are  significant  opportunities  for  growth  in this
  marketplace."
           Axiohm today also announced a major  restructuring  program designed to
  streamline the Company's operations and improve manufacturing  efficiencies.  As
  part of this program,  the Company will consolidate its Paso Robles,  California
  and Riverton,  Wyoming manufacturing operations principally into its Ithaca, New
  York manufacturing operation. The Company expects that these actions will result
  in the  reduction of  approximately  200 jobs in the closing  locations  and the
  addition of  approximately  100 jobs in Ithaca,  New York. This final program is
  the  result of an  assessment  that began at the time of the  acquisition  of DH
  Technology.
           The Company  expects  that when the moves are  completed  by late 1999,
  pre-tax  operating costs will be reduced by  approximately  $3.5 million a year.
  The  Company  expects  to  incur  approximately  $6  million  of  costs to fully
  implement  the plan by the end of 1999,  of which  approximately  $3 million was
  recorded in the second quarter of 1998 as an adjustment of the purchase price of
  DH Technology, Inc.
  Mr.  Dourassoff  commented,  "As a  result  of  the  acquisition  of DH
  Technology,  Inc., we have too many manufacturing locations for a company of our
  size. We expect this  restructuring  program to create a leaner,  more efficient
  company that can more quickly respond to market needs."
           With the  exception of the reported  actual  results,  the  information
  presented  herein  contains  predictions,  estimates  and other  forward-looking
  statements  within the meaning of Section 27A of the  Securities Act of 1933 and
  Section  21E  of  the  Securities  Exchange  Act  of  1934,  including,  without
  limitation,  statements  that  include  the words  "expects"  "anticipates"  and
  "believes" or similar  expressions and statements  relating to anticipated sales
  and operating income,  anticipated debt levels,  new product plans,  anticipated
  spending  levels,  growth  objectives and  anticipated  restructuring  costs and
  related operating cost reductions. Such forward-looking statements involve known
  and  unknown  risks,  uncertainties  and other  factors  that may  cause  actual
  results,  performance or achievements  of the Company to differ  materially from
  those  expressed  or implied by such  forward-looking  statements.  Although the
  company believes that its plans,  intentions and expectations  reflected in such
  forward-looking  statement are based on reasonable  assumptions,  it can give no
  assurance that such plans, intentions, expectations, objectives or goals will be
  achieved. Important factors that could cause actual results to differ materially
  from those included in the forward  looking  statements  include:  the timing of
  customer orders; the timing of completion of existing customer contracts; market
  acceptance of new and enhanced versions of the Company's products; the economies
  in the areas in which the  Company  operates;  the  revenue  and cost  impact of
  closing two of the Company's manufacturing  facilities;  the efficiency and cost
  of labor in its Ithaca, New York facility;  the potential ability of the Company
  to transfer/relocate  employees from its Paso Robles and Riverton  manufacturing
  facilities;  the inability of the Company to produce  realize  anticipated  cost
  reductions  because  of the  substantial  amount of  management  time  involved;
  difficulties in year 2000 compliance and the impact of substantial  leverage and
  debt service on the company.  Additional important factors are also set forth in
  the Company's 1997 10-K and 10-Qs for 1998.
           Axiohm  Transaction  Solutions  is one of the two  largest  non-captive
  designers,  manufacturers and marketers of transaction printers in the world and
  is the only transaction  printer  manufacturer  currently  manufacturing its own
  thermal and impact printheads. Axiohm's transaction printer products are used in
  retail,  financial and commercial  transactions to provide  transaction  records
  such as receipts, tickets, register journals, checks and other documents. Axiohm
  also has an  increasing  sales  presence in the markets for magnetic  stripe and
  computer  chip  card  readers  and bar  code  printers  and  related  consumable
  supplies.
  --------------------------------------------------------------------------------
  AXIOHM TRANSACTION SOLUTIONS, INC. AND SUBSIDIARIES
  --------------------------------------------------------------------------------
  
  Condensed Consolidated Statements of Operations (Unaudited)
  (In Thousands, except per share amounts)
  --------------------------------------------------------------------------------
                                       Three Months Ended       Six Months Ended
                                      Jul. 4,     Jun. 30,     Jul. 4,    Jun. 30,
                                       1998         1997        1998        1997
  --------------------------------------------------------------------------------
  
  Net sales                            $58,617    $31,724    $115,686     $56,615
  Cost of net sales                    $37,084    $21,478     $74,079     $38,802
  --------------------------------------------------------------------------------
  Gross margin                         $21,533    $10,246     $41,607     $17,813
  --------------------------------------------------------------------------------
  Operating expenses:
    Selling, general and admin.         $9,476     $2,828     $18,280      $5,805
       Research and development         $3,866     $1,884      $7,956      $3,624
       Acquisition related amor.        $8,461         --     $16,923          --
  --------------------------------------------------------------------------------
  Total operating expenses             $21,803     $4,712     $43,159      $9,429
  --------------------------------------------------------------------------------
  Income (loss) from operations          ($270)    $5,534     ($1,552)     $8,384
  --------------------------------------------------------------------------------
  Net interest exp. and other income    $4,590        $66      $8,869        $192
  --------------------------------------------------------------------------------
  Income (loss) before income taxes    ($4,860)    $5,468    ($10,421)     $8,192
  --------------------------------------------------------------------------------
  Income taxes                          $1,426     $2,113      $2,601      $3,212
  --------------------------------------------------------------------------------
  Net income (loss)                    ($6,286)    $3,355    ($13,022)     $4,980
  --------------------------------------------------------------------------------
  --------------------------------------------------------------------------------
  Basic: Net income (loss) per share    ($0.96)     $0.52      ($2.00)      $0.76
         Shares used in per calculation  6,519      6,513       6,519       6,513
  --------------------------------------------------------------------------------
  Dil:   Net income (loss) per share    ($0.96)     $0.52      ($2.00)      $0.76
         Shares used in per calculation  6,519      6,513       6,519       6,513
  --------------------------------------------------------------------------------
  Consolidated Balance Sheets  (Unaudited)
  (In thousands)
  --------------------------------------------------------------------------------
                                                             Jul. 4,    Dec. 31,
                                                              1998        1997
                                                           (Unaudited)
  --------------------------------------------------------------------------------
  Assets
  
  Current assets:
  
               Cash and cash equivalents                       $1,811      $3,877
               Restricted cash                                     --      $8,594
               Accounts receivable,net                        $36,559     $30,515
               Inventories                                    $33,956     $30,103
               Prepaids and other current assets              $14,109     $11,015
  --------------------------------------------------------------------------------
                       Total  current assets                  $86,435     $84,104
  --------------------------------------------------------------------------------
               Fixed assets, net                              $20,451     $21,535
               Intangible assets, net                         $81,315     $92,371
               Other assets                                    $6,243      $6,034
  --------------------------------------------------------------------------------
                       Total assets                          $194,444    $204,044
  --------------------------------------------------------------------------------
  
  Liabilities and Shareholders' Equity
  
  Current liabilities:
  
               Accounts payable                               $16,658     $17,351
               Current portion of long-term debt               $7,021      $6,597
               Accrued expenses and other liabilities         $18,311     $27,907
  --------------------------------------------------------------------------------
                       Total current liabilities              $41,990     $51,855
  --------------------------------------------------------------------------------
  
  Long-term debt                                             $180,066    $167,133
  Deferred tax liability                                          $96        $131
  Other long-term liabilities                                  $3,235      $3,006
  Shareholders' equity                                       ($30,943)   ($18,081)
  
  --------------------------------------------------------------------------------
               Total liabilities and shareholders' equity    $194,444    $204,044
  --------------------------------------------------------------------------------
  SIGNATURE
  
           Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
  the  Registrant  has duly  caused  this report to be signed on its behalf by the
  undersigned hereunto duly authorized.
  
                         AXIOHM TRANSACTION SOLUTIONS, INC.
  
  Dated: July 28, 1998                  By:       /s/ Walter S. Sobon
                                               -------------------------
                                                     Walter S. Sobon
                                                 Chief Financial Officer