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CUSIP No. 90328S500
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SCHEDULE 13D
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Page
5
of 7 Pages
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ITEM 1.
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SECURITY AND ISSUER
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This Amendment No. 4 to Schedule 13D (this Amendment No. 4) relates to the Schedule 13D filed on
May 20, 2019 (the Initial 13D and, as amended and supplemented through the date of this Amendment No. 4, collectively, the Schedule 13D) by the Reporting Persons, relating to the common stock, no par
value (the Shares), of USA Technologies, Inc., a company organized under the laws of the State of Pennsylvania (the Company). Capitalized terms used but not defined in this Amendment No. 4 shall have the
meanings set forth in the Schedule 13D.
The Reporting Persons beneficially own an aggregate of 10,385,172 Shares (the Subject
Shares). The Subject Shares represent approximately 16.3% of the issued and outstanding based on 63,808,481 outstanding Shares. Such Shares consist of 60,008,481 Shares issued and outstanding as of September 19, 2019 as reported in
the Companys Form 10-K for the fiscal year ended June 30, 2019, and the 3,800,000 Shares issued pursuant to the Stock Purchase Agreement dated October 9, 2019 between the Company and Antara
Capital Master Fund LP as reported in the Companys Form 8-K dated October 9, 2019.
ITEM 4.
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PURPOSE OF TRANSACTION
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Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following information:
On November 4, 2019, the Reporting Persons filed with the Securities and Exchange Commission (the SEC) a Preliminary
Solicitation Statement (the Consent Statement) for the purpose of soliciting revocable consents from shareholders of the Company to request a special meeting of shareholders. If the Reporting Persons succeed in calling the special
meeting, the Reporting Persons expect to solicit proxies to vote in support of each of the proposals listed in the Consent Statement. If those proposals are approved, the Reporting Persons intend to call a subsequent special meeting to remove the
following eight incumbent directors of the Company: Steven D. Barnhart, Joel Brooks, Robert L. Metzger, Albin Moschner, Patricia A. Oelrich, William J. Reilly Jr., William J. Schoch and Ingrid S. Stafford, and the successors of any of them, and
elect eight nominees identified by the Reporting Persons: Lisa P. Baird, Douglas G. Bergeron, Douglas L. Braunstein, Jacob Lamm, Michael K. Pasilla, Ellen Richey, Anne M. Smalling and Shannon S. Warren. The full text of the accompanying press
release that was issued in connection with the filing of the Consent Statement is attached hereto as Exhibit 99.2 and is incorporated herein by reference.