Purchase Will Complement USAT's Service Portfolio and Merge
Best-in-Class Payments and Software Systems for the Unattended and
Self-Serve Retail Markets
MALVERN, Pa. & SAN FRANCISCO--(BUSINESS WIRE)--
USA
Technologies, Inc. (NASDAQ:USAT), a premier payment technology
service provider of integrated cashless and mobile transactions in the
self-serve retail markets, today announced that it has signed a
definitive agreement to acquire Cantaloupe Systems, Inc. ("Cantaloupe"),
a premier provider of cloud and mobile solutions for vending, micro
markets, and office coffee service, in a transaction valued at
approximately $85 million. The acquisition is expected to bring together
complementary portfolios and what both companies believe to be the
industry's top solutions for the purpose of providing a unified
platform, unparalleled service and unrivaled value to customers in the
unattended retail market.
"Cantaloupe Systems is a strategic acquisition for our business as it
will expand our product offering as well as our reach," said Stephen P.
Herbert, chairman and chief executive officer, USA Technologies.
"Combining the two best-of-breed companies will provide an exciting
opportunity for our customers, shareholders, partners and employees. We
believe the strength of the teams, as well as the collective product and
service portfolio, will provide our customers with a true enterprise
software platform that's unrivaled in the markets we serve. The team at
Cantaloupe built an unequaled product and service portfolio. USAT is
honored to have an opportunity to help catapult that great work into new
and emerging markets as well as add value to our combined customer base.
We expect the combined entity will offer both teams an opportunity to
provide a world class solution to the market that is second to none."
Pursuant to the agreement, USAT will pay $65 million cash and issue
approximately $20 million in stock for the acquisition. The company will
also assume up to $1.8 million of Cantaloupe's notes payable. After
one-time acquisition and integration related expenses, the company
anticipates this transaction to be accretive in fiscal 2018. The
transaction is subject to usual and customary closing conditions, and is
expected to close later this week. William Blair & Company acted as the
exclusive financial advisor, and Lurio & Associates P.C., Ballard Spahr
LLP, and RatnerPrestia acted as legal advisors to USA Technologies.
With Cantaloupe's existing customer-base in the United States, Canada,
Australia, and South America, the union would expand USAT's footprint
into new global markets. The Cantaloupe product line has natural
synergies with USAT's market-leading ePort® Connect Platform. Its Seed
Cloud™ offering is comprised of: Seed Pro, Seed Office, Seed Cashless,
Seed Delivery, and Seed Markets. These solutions provide cloud and
mobile solutions for dynamic route scheduling, automated pre-kitting,
responsive merchandising, inventory management, warehouse and accounting
management, as well as cashless vending. The collective technologies
would offer a new value proposition - a true end-to-end enterprise
platform for the unattended retail market. We expect it to pave the way
for decreased operational costs, increased sales, and the ability for
customers to run their business in a more efficient and competitive way,
all of which are true to USAT's commitment to providing its customers
and partners with the best value and service.
"We anticipate that the combination of Cantaloupe's award winning,
proven Logistics and cloud technology; coupled with USA Technologies'
market-leading, robust and secure payment capabilities will bring a
truly distinctive, turn-key enterprise solution to our market," said
Mandeep Arora, co-founder and chief executive officer, Cantaloupe
Systems. "Together, we will ensure the industry continues to modernize.
In addition, USA Technologies' financial strength and industry footprint
of approximately 13,000 customers will enable us to drive mainstream
adoption of our technology and execute on our product vision."
Useful Links:
USA Technologies: https://usatech.com/
Twitter:
https://twitter.com/usa_tech
Resource
Center: https://usatech.com/resource-center/the-benefits
YouTube:
https://www.youtube.com/user/USATechnologies
Cantaloupe
Systems: http://www.cantaloupesys.com
Twitter:
https://twitter.com/cantaloupesys
Products:
http://www.cantaloupesys.com/products
YouTube:
https://www.youtube.com/user/cantaloupesystems
About USA Technologies:
USA Technologies, Inc. is a premier
payment technology service provider of integrated cashless and mobile
transactions in the self-service retail market. The company also
provides a broad line of cashless acceptance technologies including its
NFC-ready ePort® G-series, ePort Mobile™ for customers on the go, ePort®
Interactive, and QuickConnect, an API Web service for developers. USA
Technologies has 73 United States and foreign patents in force; and has
agreements with Verizon, Visa, Chase Paymentech and customers such as
Compass, AMI Entertainment and others. For more information, please
visit the website at www.usatech.com.
About Cantaloupe Systems:
Cantaloupe Systems is the vending
industry's premier provider of cloud-based, mobile technologies that
deliver an integrated end-to-end vending and payment solution for
cashless vending, dynamic route scheduling, automated pre-kitting and
merchandising and inventory management…all accessible by any mobile
device. With a combined 100+ years vending experience, Cantaloupe
Systems' expert consultation team can help vending operators modernize
their vending business resulting in increased revenue, greater route
efficiencies and streamlined back office administration. Hundreds of
customers, with hundreds of thousands of machines connected, rely on
Cantaloupe Systems' innovative solutions to give them full control and
visibility over their operations, their inventory and their people so
they can more proactively, predictably and competitively run their
business. Learn more about smarter vending at cantaloupesys.com.
Forward-looking Statements:
"Safe Harbor" Statement under
the Private Securities Litigation Reform Act of 1995: All statements
other than statements of historical fact included in this release,
including without limitation the business strategy and the plans and
objectives of USAT's management for future operations, are
forward-looking statements. When used in this release, words such as
"anticipate", "believe", "estimate", "expect", "intend", and similar
expressions, as they relate to USAT or its management, identify
forward-looking statements. Such forward-looking statements are based on
the beliefs of USAT's management, as well as assumptions made by and
information currently available to USAT's management. Actual results
could differ materially from those contemplated by the forward-looking
statements as a result of certain factors, including but not limited to,
the ability of USAT to accurately predict future market conditions and
consumer behavior, and the effect of the merger on the Company's
earnings in fiscal 2018 and fiscal 2019; and the possibility that all of
the expected benefits and efficiencies from the combined offering of the
services of USAT and Cantaloupe Systems, including increases in revenue,
business efficiencies and competitiveness, and decrease in operational
costs, will not be realized by all vending owners/operators and on all
vending machines or within the expected time period. Further information
regarding the important factors that could cause actual results to
differ from projected results can be found in USAT's reports filed with
the SEC, including our Annual Report on Form 10-K for the fiscal year
ended June 30, 2017. Readers are cautioned not to place undue reliance
on these forward-looking statements. Any forward-looking statement made
by us in this release speaks only as of the date of this release. Unless
required by law, USAT does not undertake to release publicly any
revisions to these forward-looking statements to reflect future events
or circumstances or to reflect the occurrence of unanticipated events.
--- F-USAT
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Source: USA Technologies, Inc.
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