USA Technologies, Inc. (Nasdaq: USAT) (the “Company”), a premier digital
payment, consumer engagement and logistics service provider for the
self-service retail market, today announced that on May 14, 2019 it
received, as expected, a notice from the Listing Qualifications
Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the
Company’s delay in filing its Form 10-Q for the quarter ended March 31,
2019 (the “March 31, 2019 Form 10-Q”) constituted an additional basis
for delisting the Company’s securities. Nasdaq Listing Rule 5250(c)(1)
requires listed companies to timely file all required periodic financial
reports with the Securities and Exchange Commission (the “SEC”).
Previously, and as required, on May 13, 2019, the Company filed a Form
12b-25 with the SEC which reported that it would not be in a position to
timely file the March 31, 2019 Form 10-Q.
As previously reported, on April 17, 2019, the Nasdaq Hearings Panel
(the “Panel”) granted the Company’s request for continued listing of the
Company’s stock on Nasdaq, and granted the Company until September 9,
2019 to regain compliance with its filing requirements, including the
March 31, 2019 Form 10-Q. In addition, the Company is required to
provide the Panel on May 30, 2019, June 28, 2019, July 31, 2019 and on
August 15, 2019, with a written update regarding the status of the
remediation and audit process.
The May 14, 2019 notice indicated that the Company should present its
views regarding the additional deficiency to the Panel in writing. The
Company has done so, and has indicated that the additional deficiency
should not affect the exception previously granted by the Panel as the
additional deficiency was contemplated by the Panel’s exception.
The Company is working diligently to regain compliance with its periodic
reporting requirements, and anticipates doing so by no later than
September 9, 2019.
The Company also announced today that on May 14, 2019, it had extended
the contract of Glen E. Goold, its interim Chief Financial Officer, from
June 30, 2019 until December 31, 2019.
About USA Technologies, Inc.
USA Technologies, Inc. is a premier payment technology service provider
of integrated cashless and mobile transactions in the self-service
retail market. The company also provides a broad line of cashless
acceptance technologies including its NFC-ready ePort® G-series, ePort
Mobile® for customers on the go, ePort® Interactive, and QuickConnect,
an API Web service for developers. Through its acquisition of Cantaloupe
Systems, Inc. (“Cantaloupe”), the company also offers logistics, dynamic
route scheduling, automated pre-kitting, responsive merchandising,
inventory management, warehouse and accounting management solutions.
Cantaloupe is a premier provider of cloud and mobile solutions for
vending, micro markets, and office coffee services.
Forward-looking Statements:
“Safe Harbor” Statement under the Private Securities Litigation Reform
Act of 1995: All statements other than statements of historical fact
included in this press release are forward-looking statements. When used
in this press release, words such as “anticipate,” “believe,”
“estimate,” “expect,” “intend,” and similar expressions, as they relate
to the Company or its management, identify forward looking statements.
Such forward-looking statements are based on the beliefs of the
Company’s management, as well as assumptions made by and information
currently available to the Company’s management. Actual results could
differ materially from those contemplated by the forward-looking
statements as a result of certain factors, including but not limited to,
the ability to complete the financial statements required to be included
in its unfiled periodic reports, restatement of the affected financial
statements and address any material weaknesses; the timing of completion
of interim reviews and audits by the new independent registered public
accounting firm; whether the Panel would reconsider the terms of the
delisting extension based upon any relevant event, condition or
circumstance that exists or may develop, including the additional
deficiency; risks relating to the substantial costs and diversion of
personnel’s attention and resources deployed to address the restatement
of the affected financial statements and internal control matters; the
costs and expenses relating to the Audit Committee’s internal
investigation; the impact of the internal investigation on the Company,
its management and operations; the risk of litigation or regulatory
action arising from the internal investigation and its findings, from
the failure to timely file its periodic reports with the SEC, or from
the restatement of the affected financial statements; any subsequent
discovery of additional adjustments to the Company’s previously issued
financial statements; the ability of the Company to regain and maintain
compliance with Nasdaq’s continued listing requirements; the timing of
the review by, and the conclusions of, the Company’s new independent
auditor regarding the investigation and its impact on the financial
statements; possible default by the Company under its credit facility;
the ability of the Company to remediate any material weaknesses in
internal control over financial reporting; potential reputational damage
that the Company may suffer as a result of the matters under
investigation, the failure to file its required periodic reports with
the SEC, or the restatement of the affected financial statements; the
impact of the internal investigation, and the restatement of the
affected financial statements on the value of the Company’s common and
preferred stock; the ability of the Company to successfully defend
itself, and the possibility of unfavorable outcomes, in the class action
and shareholder demands for derivative action or in possible future
legal proceedings; the impact of the pending class action and
shareholder demands for derivative action on the Company’s business,
reputation, results of operations and financial condition; and the risk
that the filing of the unfiled periodic reports or the restatement of
the affected financial statements will take longer than anticipated.
Readers are cautioned not to place undue reliance on these
forward-looking statements. Any forward-looking statement made by us
speaks only as of the date of this press release. Unless required by
law, the Company does not undertake to release publicly any revisions to
these forward-looking statements to reflect future events or
circumstances or to reflect the occurrence of unanticipated events.
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