MALVERN, PA — USA Technologies, Inc. (OTC: USAT), a cashless payments and software services company that provides end-to-end technology solutions for the self-service retail market, recently announced that Hudson Executive Capital LP (“Hudson”) has filed with the U.S. Securities and Exchange Commission (“SEC”) preliminary consent solicitation materials in order to solicit revocable consents to call a special meeting of shareholders to vote on various proposed amendments to the Company’s bylaws. Hudson has also stated its intention to nominate in the future eight candidates for election to USAT’s Board of Directors.
The USA Technologies’ Board, in consultation with its legal advisors, is carefully reviewing Hudson’s preliminary consent materials and will communicate its recommendation to USAT shareholders in due course.
USA Technologies issued the following Statement:
The USA Technologies’ Board is disappointed that Hudson is intent on pursuing its distracting, unnecessary and costly efforts to take effective control of the Company, rather than engaging constructively with the Board to reach a mutually agreeable resolution so that the USAT Board and management team can continue to focus on creating value for all shareholders.
Based on a preliminary review of Hudson’s materials, we note that three of the candidates named by Hudson formerly worked for J.P. Morgan Chase, where Hudson’s Founder and Managing Partner Douglas Braunstein served in a number of roles.
USAT recently completed an audit and regained financial reporting compliance. The Company has taken a number of steps to improve procedures and controls while continuing to grow its customer base and connection count. We continue to focus on strengthening the business, including recently taken steps to significantly strengthen our balance sheet and working capital position. Our market-leading solutions and the value-added benefits they bring to our customers position us well to capitalize on positive industry trends, including the ongoing shift and increasing demand for electronic payment transactions.
USA Technologies’ Board comprises nine highly qualified and experienced directors, eight of whom are independent and three of whom were recently appointed in April 2019. Directors on the USAT Board have a diverse range of skills, experience, perspective and expertise, including in risk, audit and compliance functions, which empowers the Board to provide oversight and guidance relevant to the Company’s strategy and business objectives. The USAT Board and management team have been, and remain committed to, acting in the best interest of the Company.
USAT shareholders are not required to take action at this time.
Source: USA Technologies Inc, 100 Deerfield Ln Ste 300, Malvern PA 19355
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