0000921895-12-001457.txt : 20120628 0000921895-12-001457.hdr.sgml : 20120628 20120628150801 ACCESSION NUMBER: 0000921895-12-001457 CONFORMED SUBMISSION TYPE: DFAN14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120628 DATE AS OF CHANGE: 20120628 EFFECTIVENESS DATE: 20120628 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: USA TECHNOLOGIES INC CENTRAL INDEX KEY: 0000896429 STANDARD INDUSTRIAL CLASSIFICATION: CALCULATING & ACCOUNTING MACHINES (NO ELECTRONIC COMPUTERS) [3578] IRS NUMBER: 232679963 STATE OF INCORPORATION: PA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: DFAN14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33365 FILM NUMBER: 12932372 BUSINESS ADDRESS: STREET 1: 100 DEERFIELD LANE STREET 2: SUITE 140 CITY: MALVERN STATE: PA ZIP: 19355 BUSINESS PHONE: 6109890340 MAIL ADDRESS: STREET 1: 100 DEERFIELD LANE STREET 2: SUITE 140 CITY: MALVERN STATE: PA ZIP: 19355 FORMER COMPANY: FORMER CONFORMED NAME: USA ENTERTAINMENT CENTER INC DATE OF NAME CHANGE: 19931029 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: S.A.V.E. Partners IV, LLC CENTRAL INDEX KEY: 0001547516 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A BUSINESS ADDRESS: STREET 1: 500 W. PUTNAM AVENUE STREET 2: SUITE 400 CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-542-7330 MAIL ADDRESS: STREET 1: 500 W. PUTNAM AVENUE STREET 2: SUITE 400 CITY: GREENWICH STATE: CT ZIP: 06830 DFAN14A 1 dfan14a1308816002_06282012.htm dfan14a1308816002_06282012.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A
(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT
 
SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No.  )

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Filed by a Party other than the Registrant   x
Check the appropriate box:

o           Preliminary Proxy Statement

¨           Confidential, for Use of the Commission Only (as permitted by Rule14a-6(e)(2))

¨           Definitive Proxy Statement

x          Definitive Additional Materials

o           Soliciting Material Under Rule 14a-12

USA TECHNOLOGIES, INC.
(Name of Registrant as Specified in Its Charter)
 
S.A.V.E. PARTNERS IV, LLC
LOCKE PARTNERS I LLC
JOHN S. IOANNOU
AJOY H. KARNA
RODMAN K. REEF
ANDREW SALISBURY
CRAIG W. THOMAS
BRADLEY M. TIRPAK
GEORGE WALLNER
JAMES W. STUCKERT REVOCABLE TRUST U/A DTD 2/10/86 AMENDED & RESTATED 2/7/07
DIANE V. STUCKERT REVOCABLE TRUST U/A DTD 8/7/03
JAMES W. STUCKERT
DIANE V. STUCKERT
(Name of Persons(s) Filing Proxy Statement, if Other Than the Registrant)

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S.A.V.E. Partners IV, LLC, together with the other Participants named herein (“SAVE”), is filing materials contained in this Schedule 14A with the Securities and Exchange Commission (the “SEC”) in connection with the solicitation of proxies for the election of its slate of director nominees at the 2012 annual meeting of shareholders (the “Annual Meeting”) of USA Technologies, Inc. (“USAT”).  SAVE has filed a definitive proxy statement with the SEC with regard to the Annual Meeting.
 
Item 1: On June 28, 2012, S.A.V.E. Partners IV, LLC issued the following press release:

SHAREHOLDER ADVOCATES FOR VALUE ENHANCEMENT (SAVE) SAYS ITS NOMINEES MAY HAVE HAD SUFFICIENT VOTES TO BE ELECTED AT USA TECHNOLOGIES ANNUAL MEETING
 
Criticizes Apparent Last-Minute Attempt by USAT to Manipulate Corporate Machinery and Disenfranchise Shareholders at Annual Meeting
 
USAT Delays Start Time and Closing of Polls, and Silences Shareholders, at Annual Meeting in Clear Disregard of its Own Meeting Agenda
 
GREENWICH, Conn., June 28, 2012 /PRNewswire/ -- S.A.V.E. Partners IV, LLC, which together with its nominees and certain other shareholders are members of a group (“SAVE”) that collectively owns 3,196,739 shares of common stock of USA Technologies, Inc. (USAT) (“USAT” or the “Company”), representing approximately 9.8% of the Company’s outstanding shares, today announced that, based on preliminary voting results, it believes its seven nominees may have been elected to the board of directors of USAT if not for USAT’s apparent last-minute attempt to influence the vote by delaying the start of the annual meeting and keeping the polls open in clear disregard of its own meeting agenda.
 
SAVE believes USAT manipulated the electoral process and disenfranchised shareholders at today’s annual meeting by having the Chairman and Chief Executive Officer, Stephen Herbert:
 
 
·
Delay the start of the annual meeting by close to 30 minutes;
 
 
·
Blatantly stray from its own meeting agenda, including refusing to promptly close the polls at the designated point in the agenda, despite repeated motions from shareholders;
 
 
·
Despite the fact that the polls should have been closed, engage in a long-winded business presentation, which Mr. Herbert abruptly cut off once he was apparently informed of USAT’s desired meeting results by his proxy solicitor and corporate secretary;
 
 
·
Refuse to reflect in the minutes of the meeting the objections to the deviation from the meeting agenda;
 
 
·
After these objections were voiced, abruptly terminate the question and answer session before shareholders had a chance to ask a single question about the business, including the lengthy presentation that SAVE believes was used as an obvious delay tactic.
 
David Thomsen, an independent shareholder of USAT, stated, “I have attended a large number of shareholder meetings and never have I seen such a blatant disregard for shareholders’ concerns or such rude treatment of shareholders.  I was physically removed from the meeting for merely seconding a motion that the polls be closed.”