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USA Technologies blasts activist shareholder over annual meeting claim

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March 30, 2020

USA Technologies, Inc. responded to activist shareholder Hudson Executive Capital LP's filing of an "emergency" petition in court alleging that USAT does not intend to hold its annual meeting of shareholders by April 30, 2020, according to a press release. The petition was made three days after USAT stated in its definitive proxy statement filed with the Securities and Exchange Commission that it will hold its annual meeting at 9:30 a.m. on April 30, 2020.

HEC's "emergency" court filing accuses USAT of seeking to delay the annual meeting and that it is nothing short of a publicity stunt, according to the USAT press release.

"HEC may believe that its activist agenda will be advanced by making an emergency petition, but in truth there is no emergency. It is in fact unfortunate that HEC is willing to waste USAT's and the court's resources at this particularly trying time," the USAT release stated.

As stated in the definitive proxy, and as permitted under Pennsylvania law, USAT may hold a "virtual" or "hybrid" annual meeting on April 30, 2020, if necessary to comply with public health orders in Pennsylvania in light of the actual emergency represented by the spread of coronavirus disease, according to the press release.

"It should be clear to all USAT shareholders, including HEC, that their best interests would be served by ending the proxy contest so that the company can fully focus on mitigating the effects on its business of the COVID-19 health emergency and economic disruption," the USAT release stated.