USA TECHNOLOGIES, INC. (NASDAQ:USAT) Files An 8-K Entry into a Material Definitive Agreement

USA TECHNOLOGIES, INC. (NASDAQ:USAT) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.

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On February 15, 2019, USA Technologies, Inc. (the “Company”) entered into a new consent letter (the “New Consent Agreement”) relating to the Company’s existing Credit Agreement dated November 9, 2017 (“Credit Agreement”) by and among the Company, as the borrower, its subsidiaries, as guarantors, and JPMorgan Chase Bank, N.A., as the lender and administrative agent for the lender (the “Lender”). The New Consent Agreement, among other things, extends until March 31, 2019 the time period for delivery to the Lender of the Company’s audited financial statements for the fiscal year ended June 30, 2018 and the unaudited financial statements for the fiscal quarters ended September 30, 2018 and December 31, 2018, and the related compliance certificates required to the Credit Agreement.

The New Consent Agreement provides, among other things, that (i) the Company deliver to the Lender unaudited financial statements for the month of January 2019 no later than March 1, 2019, (ii) the Company deliver to the Lender on a weekly basis a 13-week rolling cash flow report, and (iii) the Company shall not request, and the Lender shall not be required to honor, any request for additional advances under the revolving line of credit loan under the Credit Agreement, provided that the Lender may do so in its sole and absolute discretion. As of the date hereof, the principal amount outstanding under the existing revolving line of credit loan under the Credit Agreement is $10,000,000.

In connection with the New Consent Agreement, the Company prepaid the existing term loan under the Credit Agreement in the principal amount of $15,000,000, resulting in a new outstanding principal balance of $7,083,333. The New Consent Agreement also provides that the Company deliver to the Lender a nonrefundable extension fee of $30,000.

The third consent letter previously entered into by the Company and the Lender on December 31, 2018, had, among other things, extended until February 15, 2019 the time period for delivery to the Lender of the Company’s audited financial statements for the fiscal year ended June 30, 2018 and the unaudited financial statements for the fiscal quarter ended September 30, 2018, and the related compliance certificates.

The foregoing description of the New Consent Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the New Consent Agreement, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

Exhibit 10.1

Consent Agreement by and among the Company, its subsidiaries, and JPMorgan Chase Bank, N.A., dated February 15, 2019

USA TECHNOLOGIES INC Exhibit
EX-10.1 2 ex10_1.htm EXHIBIT 10.1 Exhibit 10.1 February 15,…
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About USA TECHNOLOGIES, INC. (NASDAQ:USAT)

USA Technologies, Inc. provides technology-enabled solutions and value-added services that facilitate electronic payment transactions within the unattended point of sale (POS) market. The Company is a provider in the small ticket, beverage and food vending industry and is also engaged in offering solutions and services to other unattended market segments, such as amusement, commercial laundry, kiosk and others. It has designed and marketed systems and solutions that facilitate electronic payment options, as well as telemetry and machine-to-machine (M2M) services, which include the ability to remotely monitor, control and report on the results of distributed assets containing its electronic payment solutions. The Company derives its revenues from license and transaction fees resulting from connections to, as well as services provided by, its ePort Connect service.

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