EX-99

                     Exhibit 99.1 - Explanation of Responses
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   (1) As of January 1, 2009, in connection with an internal corporate
   reorganization not constituting a sale, each of S.A.C. Capital Advisors,
   LLC and S.A.C. Capital Management, LLC (together, the "Predecessor
   Advisors") assigned to S.A.C. Capital Advisors, L.P. ("SAC Capital Advisors
   LP") all of its rights and responsibilities under its investment management
   agreements with certain private investment funds, including its investment
   management agreement with S.A.C. Capital Associates, LLC, an Anguillan
   limited liability company ("SAC Associates"), which directly owns Common
   Stock of the Issuer, and SAC Capital Advisors LP assumed all
   responsibilities under the investment management agreements. No other
   consideration was received by the Reporting Persons in connection with the
   assignment. The direct ownership of Common Stock of the Issuer and warrants
   with respect to Common Stock of the Issuer by SAC Associates was not
   affected by the assignment. S.A.C. Capital Advisors, Inc. ("SAC Capital
   Advisors Inc.") is the general partner of SAC Capital Advisors LP. This
   Form 3 is being filed to replace the Predecessor Advisors with SAC Capital
   Advisors LP and SAC Capital Advisors Inc. as reporting persons under
   Section 16.

   (2) SAC Capital Advisors LP acts as investment manager to SAC Associates
   and, pursuant to an investment management agreement, SAC Capital Advisors
   LP maintains investment and voting power with respect to securities held by
   SAC Associates. SAC Capital Advisors Inc. is the general partner of SAC
   Capital Advisors LP. Steven A. Cohen controls SAC Capital Advisors Inc.
   Steven A. Cohen and SAC Associates are currently reporting persons under
   Section 16 with respect to the Issuer. In accordance with Instruction
   5(b)(iv), the entire amount of the Issuer's Common Stock held by SAC
   Associates is reported herein. SAC Capital Advisors LP and SAC Capital
   Advisors Inc. disclaim any beneficial ownership of any of the Issuer' s
   securities to which this report relates for purposes of Section 16 of the
   Securities Exchange Act of 1934, as amended, except to the extent of their
   respective indirect pecuniary interests therein, and this report shall not
   be deemed an admission that SAC Capital Advisors LP or SAC Capiral Advisors
   Inc. is the beneficial owner of such securities for purposes of Section 16
   or for any other purposes.

   (3) The warrants contain certain restrictions on their exercise, including an
   issuance limitation prohibiting the holder and its affiliates from exercising
   the warrants to the extent that such exercise would result in the beneficial
   ownership by such holder and its affiliates of more than 9.99% of the number
   of shares of Common Stock outstanding immediately after giving effect to the
   issuance of shares upon exercise of the warrant.

EX-99

                     Exhibit 99.2 - Joint Filer Information
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Name:  S.A.C. Capital Advisors, Inc.

Address:  72 Cummings Point Road, Stamford CT 06902

Designated Filer:  S.A.C. Capital Advisors, L.P.

Issuer & Ticker Symbol:  USA Technologies, Inc.  ("USAT")

Date of Event Requiring Statement:  January 1, 2009