USA Technologies, Inc. (NASDAQ: USAT) ("USAT" or the "Company"),
a leader of wireless, cashless payment and M2M telemetry solutions
for self-serve, small-ticket retailing industries, today announced
that Institutional Shareholder Services (“ISS”), one of the
nation's leading proxy advisory firms, joins Glass Lewis in
recommending FOR the election of ALL nine USAT
director nominees on the WHITE proxy card at the USAT 2012
Annual Meeting of Shareholders to be held on Thursday, June 28,
2012.
In its June 16, 2012 report, following a comprehensive analysis
and meeting with USAT executives, ISS stated:
“On balance, given the company's substantial
progress executing on its strategic plan, particularly as
demonstrated in its financial statements over a sustained period,
and a management slate that appears to possess the qualifications
to be effective change agents to drive the company towards
profitability, the answer appears to be that the dissident has not
made a compelling case that additional board change is warranted.
We therefore recommend shareholders vote on the WHITE management
card FOR all management nominees.”*
The report continued:
“Additionally, financial decisions made by a
reconstituted board and management team appear to be in
shareholders best interest. For example, unlike the company's past
history of expensive and highly dilutive equity capital raises, the
recent $3 million credit financing was not dilutive to existing
shareholders. Additionally from an operational standpoint, it
appears the company has made significant strides since initiating
JumpStart in 2010. Lastly, the issues that have depressed the stock
price – particularly the regulatory issues introduced by the Durbin
legislation – appear on the path to resolution.”*
ISS recognized the progress the USAT Board has made implementing
its strategy and delivering tangible results, highlighting:
“Of particular interest are the highlighted
figures which, among other things, seem to demonstrate that the
company has been able to achieve a reduction in costs while growing
the business. In particular, we note that while total revenue
nearly doubled, from $15.8 million in fiscal 2010 to $28.0 million
in fiscal 2012, the company reduced SG&A by $3 million (20
percent), from $14.9 million to $11.9 million, over the same
period.…The company also saw significant growth in transaction fee
revenue, consistent margins and substantial growth in customers,
the installed base of ePort connections and in transaction
volume.”*#
Moreover, ISS was particularly supportive of USAT’s JumpStart
program and also stated:
“This said, the company’s financial position
and strategy since launching Jumpstart in January 2010, appears to
be making substantial progress…In aggregate, these strongly suggest
the company has increased traction since the launch of
JumpStart.”*
Commenting on the ISS report, USAT issued the following
statement:
We are very pleased that ISS recommends
USAT’s shareholder vote FOR ALL nine of USAT’s director nominees.
USAT agrees with the conclusions ISS reached after comprehensively
evaluating the Company’s strategic plans to continue to build
shareholder value. USAT’s Board is focusing on a high-margin
service model that is developing a reliable, profitable stream of
recurring revenues that creates a foundation for long-term value
creation. ISS realizes, as we do, that as result of this strategy,
USAT’s financial and operational positions are fundamentally strong
and the Company is positioned for profitability and growth.
ISS also echoed our sentiment that the Board
and management have effected change at USAT that is delivering
enhanced operational financial results. With USAT executing on a
strategic plan that is setting the Company on a path to
profitability, now is not the time to make a change.
USAT notes that, as previously announced, proxy advisory firm
Glass Lewis & Co. has also recommended that USA Technologies'
shareholders vote FOR ALL nine director nominees on the WHITE proxy
card at USAT’s 2012 Annual Meeting of Shareholders. In its report,
Glass Lewis recognizes that USAT’s plan is beginning to deliver
positive results and that the Company’s nominees have the
qualifications necessary to most effectively lead USAT and to
deliver value to all our shareholders.
USAT shareholders are reminded that their vote is important, no
matter how many shares they own. Whether or not they attend the
Annual Meeting, the Company urges shareholders to vote today by
telephone, by Internet, or by signing and dating the WHITE proxy
card and returning it as soon as possible. Please do not return or
otherwise vote any proxy card sent to you by S.A.V.E.
USAT urges shareholders to vote today by
telephone, by Internet, or by signing and dating the WHITE
proxy card and returning it as soon as possible. Please do not
return or otherwise vote any proxy card sent to you by S.A.V.E.
If you have any questions, require assistance
in voting your shares, or need additional copies of USAT’s proxy
materials, please call MacKenzie Partners at the phone numbers
listed below.
-----------------------
MacKenzie Partners, Inc.
105 Madison AvenueNew York, NY 10016(212)
929-5500 (call collect)ORTOLL-FREE (800) 322-2885
-----------------------
* Permission to use quotations was neither sought nor
received.
# Figures for FY2012 are not Company provided. In its June 16,
2012 report, ISS cites “Reuters Knowledge, Public Filings, Analyst
Reports.”
About USA Technologies:
USA Technologies is a leader in the networking of wireless
non-cash transactions, associated financial/network services and
energy management. USA Technologies provides networked credit card
and other non-cash systems in the vending, commercial laundry,
hospitality and digital imaging industries. USAT has been granted
79 patents and has agreements with Verizon, Visa, Compass, Crane
and others. Visit our website at www.usatech.com.
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 release, including without
limitation the financial position, anticipated connections to our
network, business strategy and the plans and objectives of the
Company's management for future operations, are forward-looking
statements. When used in this release, words such as "anticipate",
"believe", "estimate", "expect", "intend", and similar expressions,
as they relate to USAT or its management, identify forward-looking
statements. Such forward-looking statements are based on the
beliefs of USAT's management, as well as assumptions made by and
information currently available to USAT'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, business, financial market and
economic conditions, including but not limited to, the ability of
USAT to retain key customers from whom a significant portion of its
revenues is derived; the potential costs and management
distractions attendant to Mr. Tirpak’s nomination of himself and
six other candidates as director nominees at the 2012 annual
meeting of shareholders; the outcome of the proxy contest and
related litigation; whether the actions of our former CEO which
resulted in his separation from USAT or the Securities and Exchange
Commission’s investigation would have a material adverse effect on
the future financial results or condition of USAT; the ability of
USAT to compete with its competitors to obtain market share; the
ability of USAT to obtain widespread commercial acceptance of it
products; and whether USAT's existing or anticipated customers
purchase ePort devices in the future at levels currently
anticipated by USAT. Readers are cautioned not to place undue
reliance on these forward-looking statements. Any forward-looking
statement made by us in this release speaks only as of the date of
this release. Unless required by law, USAT 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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