Current Report
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
Current
Report Pursuant to Section 13 or 15(d) of
The
Securities Exchange
Act of 1934
Date
of report (Date of earliest event reported): September 8, 2005
USA
TECHNOLOGIES, INC.
(Exact
name of registrant as specified in its charter)
Pennsylvania
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33-70992
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23-2679963
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(State
or other Employer jurisdiction
of
incorporation or organization)
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(Commission
File
Number)
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(I.R.S. Identification
No.)
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100
Deerfield Lane, Suite 140
Malvern,
Pennsylvania 19355
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(Address
of principal executive offices and zip
code)
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Registrant’s
telephone number, including area code:
610-989-0340
n/a
Former
name or former address, if changed since last report
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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o
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Written
communication pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
7.01 REGULATION
FD DISCLOSURE
On
September 8, 2005, at 3:30 p.m., Eastern Standard Time, George R. Jensen,
Jr.,
Chairman and Chief Executive Officer of the Company, will present information
about the Company at The Roth Capital Partners New York Conference held
at The
Westin New York in Times Square. The materials to be used in connection
with the
presentation are attached as Exhibit 99.1 to this Report.
The
information in Item 7.01 of this Report is being furnished, not filed,
pursuant
to Regulation FD. Accordingly, the information in Item 7.01 of this
Report will
not be incorporated by reference into any registration statement filed
by the
Company under the Securities Act of 1933, as amended, unless specifically
identified therein as being incorporated therein by reference. The
furnishing of
the information in this Report is not intended to, and does not, constitute
a
determination or admission by the Company that the information in this
Report is
material or complete, or that investors should consider this information
before
making an investment decision with respect to any security of the Company.
Item
9.01. FINANCIAL STATEMENTS AND EXHIBITS
(a)
None.
(b)
None.
(c)
Exhibits.
99.1 Materials
from presentation by
management on September 8, 2005
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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USA
TECHNOLOGIES, INC.
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By: |
/s/
George R. Jensen, Jr. |
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George
R. Jensen, Jr.
Chief
Executive Officer
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Dated:
September 8, 2005
EXHIBIT
INDEX
Exhibit
No. |
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Description
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99.1 |
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Materials
from presentation by management on September 8,
2005
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4
Materials from presentation by management on September 8, 2005
Exhibit
99.1
USA
TECHNOLOGIES A Leader in Cashless Transactions, Networked Services,
and
Energy Management Energy Management e-Port Intelligent Vending eSuds.net
Laundry Services Business Express Unattended Business Centers Unattended
Kiosks OTCBB: USTT |
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USA
TECHNOLOGIES Forward Looking Statement With the exception of the
historical information contained in this presentation, the matters
described herein contain forward-looking statements that involve risk
and
uncertainties that may individually or mutually impact the matters
herein
described, including but not limited to the ability of the Company
to
increase revenues in the future due to the developing and unpredictable
markets for its products, the ability to achieve a positive cash flow,
the
ability to obtain orders for or install its products including the
G-5
e-Port, the ability to obtain new customers and the ability to
commercialize its products, which could cause actual results or revenues
to differ materially from those contemplated by these statements. 2
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USA
TECHNOLOGIES Five key drivers of growth Energy Management Cashless
Vending
Commercial Laundry Self Serve Business Center Unattended Kiosk Sony
PictureStation VendingMiser(R) CoolerMiser(TM) e-Port eSuds USA Business
Express U.S. Market (Number Placements) 8 Million Vending 10 Million
Coolers 8 Million Vending 1.3 Million Laundry 30,000 Hotels Worldwide
Market (Number Placements) 30 Million Vending 40 Million Coolers 30
Million Vending 3 |
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USA
TECHNOLOGIES Energy Management o VendingMiser(R) o MV2IQ(TM) Customer
Economics o Less than 1 year payback o $120 savings/placement/year
4
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USA
TECHNOLOGIES Energy Management o CoolerMiser(TM) o CM2IQ(TM) Customer
Econimics o Less than 1 year payback o $100 savings/placement/year
5
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USA
TECHNOLOGIES Energy Management MICHIGAN STATE UNIVERSITY DEPARTMENT
OF THE
NAVY UNITED STATES OF AMERICA Bloomingdale's JCPenney AutoZone BJ's
WHOLESALE CLUB Where values come to life.(TM) GSA U.S. General Services
Administration BALTIMORE/WASHINGTON INTERNATIONAL AIRPORT 6 |
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USA
TECHNOLOGIES e-Port(R) for Cashless Vending o Enables cashless payments
including credit/debit o Designed for rapid retrofit - 5 minutes or
less o
Instantly on network o Turnkey wireless connection o Provides operators
with online access to sales data o Multiple forms of cashless payment
including credit/debit cards Customer Economics o Increase sales by
approximately 20% o Less than 1 year payback o Increase in average
purchase from $1.06 to $1.87 7 |
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USA
TECHNOLOGIES G5 e-Port(R) o World's first `one-piece' design for credit
card vending o Less expensive o Easy five minute installation o Wireless
with Cingular 8 |
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USA
TECHNOLOGIES Web-Based Reporting for Distributed Assets ACTIVITY Beginning
Date Range: April 09, 2004 Download Data Ending Date Range: April 15,
2004
Change Dates Transaction Type: All Change Terminals Terminal(s): All
Run
Date: 04/15/2004 02:57 PM Day: Thursday, 04/15/2004 General Logout
My
Homepage Contact Us Reports Saved Reports Build a Report Diagnostics
Administration Terminals Users Report Register Regions Preferences
Setup
Activate e-Port New Bank Acct 9 |
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USA
TECHNOLOGIES 24/7 Customer Service 10 |
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USA
TECHNOLOGIES e-Port(R) CANTEEN TRUMP TAJ MAJAL CASINO o RESORT DISCOVER
CARD DISNEY DEPARTMENT OF THE NAVY Sodexho GAYLORD PALMS ARAMARK Paramount
Parks Coca Cola BOTTLING CO. CONSOLIDATED BWI BALTIMORE/WASHINGTON
INTERNATIONAL AIRPORT 11 |
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USA
TECHNOLOGIES Cashless Transactions DISCOVER NOVUS VISA MasterCard AMERICAN
EXPRESS Cards VISA CHECK CARD Sheraton HOTELS & RESORTS sheraton.com
STUDENT ID Metropolitan University Albertsons PHOTO GIFT CARD $10 12
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e-Port
Intelligent Vending
eSuds.net Laundry Services BUSINESS EXPRESS Unattended Business Centers
Unattended Kiosks Energy Miser Licensing Cashless Trends and Estimates
o
1.7 Billion Credit Cards in Circulation (400% increase in the 90's)
o $200
Billion in Micro-payments ($1-$5) by year-end 2005 o 1.5 Billion `Everyday
Devices' connected to web by 2010 o Total market value $700 Billion
by
2010 o Nilson Report projects that 50% of the 8 million vending machines
in the U.S. will be equipped with cashless technology by 2009 o Nilson
reports that USA Technologies currently represents 90% of credit card
vending. 13 |
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USA
TECHNOLOGIES E-Suds(TM) o Online availability of washers and dryers
o
Payments via student ID or PIN o "Cycle Done" notification o Email
o Cell
Phone o Pager Customer Economics o Less than 1 year payback o 15% increase
in sales o Insulate contracts/gain share 14 |
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USA
TECHNOLOGIES Web-Based Reporting for e-Suds (TM) 15 |
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USA
TECHNOLOGIES e-Suds(TM) Case CASE WESTERN RESERVE UNIVERSITY Carnegie
Mellon TEMPLE UNIVERSITY Goucher College BLUFFTON EMBRACING SPIRIT,
ENGAGING MINDS UNIVERSITY OF CINCINNATI CEDARVILLE UNIVERSITY 16
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USA
TECHNOLOGIES Business Express o Nearly 400 units installed nationwide
o
Major hotel partners o Hotel Industry's Top Technology 2003 o Hotel
Industry's Overall Top Product 2003 Business Express(R) 17 |
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USA
TECHNOLOGIES Business Express(R) STARWOOD HOTELS & RESORTS WORLDWIDE,
INC. Holiday Inn HOTELS o RESORTS FOUR SEASONS Hotels and Resorts THE
RITZ-CARLTON(R) HYATT(R) Marriott HOTELS o RESORTS o SUITES 18 |
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USA
TECHNOLOGIES Unattended Kiosks Sony PictureStation o $500 million industry
in 2004, with explosive growth projected* o Initial roll-out 2004 o
Users
can print from their digital memory stick, PC card, etc. o Credit card
payment systems o Kiosks are wirelessly networked to provide Sony with
key
data *Source: Frost & Sullivan 19 |
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USA
TECHNOLOGIES Sony 7 ELEVEN TRUMP TAJ MAHAL CASINO o RESORT Marriott
HOTELS
o RESORTS o SUITES follett(R) HIGHER EDUCATION GROUP Michaels THE ARTS
AND
CRAFTS STORE(R) 20 |
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USA
TECHNOLOGIES Current Customers PEPSI o PepsiCo- The world leader in
convenience food with $29 Billion in revenue (VendingMiser, VM2iQ,
CoolerMiser, CM2IQ, e-Port) Fortune 50 Retailer o Current contract
in
place to provide VendingMiser and VM2IQ to one of Pepsi's largest
customers, a Fortune 50 retailer with thousands of locations in North
America ARAMARK o ARAMARK is a leading provider of services to business,
educational, healthcare and governmental institutions and sports,
entertainment and recreational facilities with 9.4 Billion in r'04
revenue
(e-Port, VendingMiser, VM2IQ) CANTEEN o Compass Canteen- One of the
most
recognized names in vending with hundreds of thousands of locations
(VendingMiser, VM2IQ, e-Port) 21 |
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USA
TECHNOLOGIES Current Customers Sodexho o Sodexho- Operates more than
10,000 locations (VendingMiser, VM2IQ, e-Port) DEPARTMENT OF THE NAVY
UNITED STATES OF AMERICA o US Navy- 68 Bases Worldwide (VendingMiser,
VM2IQ) Albertsons o Albertsons- one of the world's largest food and
drug
retailers, with annual revenues of approximately $36 billion (PlugMiser,
VendingMiser) DISNEY o Disney- 42 Million visitors annually to Disney
World Orlando (e-Port) 22 |
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USA
TECHNOLOGIES Current Customers Marriott HOTELS o RESORTS o SUITES o
Marriott- more than 5200 properties worldwide (Business Express, e-Port,
Kiosk, VendingMiser, VM2IQ) STARWOOD HOTELS & RESORTS WORLDWIDE, INC.
o Starwood Hotels- More than 700 hotels that include the brands St.
Regis,
The Luxury Collection, Sheraton, Westin, W and Four Points by Sheraton
(Business Express, e-Port, Kiosk, VendingMiser, VM2IQ) SONY(R) o Sony
is a
leading manufacturer of audio, video, digital imaging, and communications
products for the consumer and professional markets. Revenues of 20.8
Billion for the U.S. (Kiosks) 23 |
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USA
TECHNOLOGIES Strategic Partnerships IBM o Nearly 10 year `partnership'
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IBM Business Partner o Development o Hosting of USALive mei(TM) A Division
of Mars, Inc. o 3 year Licensing Agreement o Cashless Vending o Unattended
Point-of-Sale cingular raising the bar o GSM Contract for Customer
Connections o Affordable and Reliable Access 24 |
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USA
TECHNOLOGIES Strategic Partmerships kinko's(R) Home o Strategic Alliance
for Business Express(R) Bb Blackboard o Integration to Campus Payment
System which is present on over 400 University Campuses ZiLOG o 5 year
Strategic Alliance o Combined e-Port(R) Code with eZ80Acclaim!(TM)
o
Reduced costs of e-Port(R) substantially 25 |
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USA
TECHNOLOGIES Sales & Marketing Strategy o Direct sales: 10 dedicated
salespeople o Strategic co-marketing relationships o Attendance at
industry conferences and events o 65 independent sales reps and resellers
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USA
TECHNOLOGIES Recent Developments July 27, 2005 o USA Technologies
announced that PepsiCo. placed an initial order of $810,000 on behalf
of
one of its customers to help reduce the cost of running vending machines
in its customer's stores. March 2005: o USA Technologies announced
at its
Shareholders Meeting that it had negotiated an agreement with PepsiCo,
Inc. to sell EnergyMiser products. PepsiCo, in turn, is expected to
install the EnergyMisers in vending machines and coolers operated by
another Fortune 50 company prominent in the retail industry, with
thousands of locations nationwide, and overseas. January 2005: o Entered
into an agreement to sell its VendingMiser(R) and CoolerMiser(TM) energy
management solutions exclusively in Italy through a major Italian
consulting integration company, THS International S.r.l . based in
Milan,
Italy. October 2004: o Signed a 5-year contract with U.S. General Services
Administration (GSA), that enables all Federal Government authorities,
agencies and facilities to directly purchase USA Technologies' energy
products. U.S. Navy places first $600,000 order for the VendingMisers,
and
shipment has begun. 27 |
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USA
TECHNOLOGIES Barriers to Entry o Strong Patent Portfolio - 63 granted,
25
pending o Existing commercial partners & products o Hosting partner -
IBM o Wireless partner - Cingular Wireless o Few competitors 28 |
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USA
TECHNOLOGIES Experienced Management Team George R. Jensen, Jr. Chairman
and Chief Executive Officer Stephen P. Herbert President and Chief
Operating Officer David M. DeMedio Chief Financial Officer H. Brock
Kolls
Senior VP, Research & Development 29 |
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USA
TECHNOLOGIES Financial Snapshot (as of 6/30/05) OTCBB Exchange: USTT
Industry: Business Services/Technology Operations based in: Malvern,
PA
Shares Outstanding: 426 million Fully Diluted: 540 million Insider
Ownership: 10% Public Float: 385 million Current Price: $0.15 Market
Cap.:
$64 million Fiscal Year End: June 30 No. of Employees: 47 30 |
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USA
TECHNOLOGIES Financial Information (Millions) Year Ended June 30, $6
$5 $4
$3 $2 $1 $_ 2002 2003 2004 1.683 2.853 5.633 Cash $ 3.1 Total assets
24.4
Total debt 9.1 Total liabilities 13.4 Shareholders (Deficit)/Equity
11.0
Balance Sheet Data 3/31/05 31 |
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USA
TECHNOLOGIES Why Invest in USA Technologies? o Highly motivated and
dedicated Management team o Leader in cashless transaction and network
services for the self serve market o Growth by delivering extraordinary
value to our customers, starting with convenience to the consumer,
higher
sales due to credit card purchasing power, and data to run their business
better along with theft reduction. o Existing strong partnerships o
Multiple revenue streams with recurring revenues with excellent profit
opportunity o Not dependent on any one product, customer or industry
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Patent protected o Open ended global markets with significant growth
opportunities o Worldwide mega trends to fuel growth - cashless
transactions now surpassing cash and checks combined, networked economy,
and rising energy costs. 32 |
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USA
TECHNOLOGIES COMPANY CONTACT: USA Technologies Inc. (OTCBB: USTT) 100
Deerfield Lane, Suite 140 Malvern, PA 19355 Phone (800) 633-0340 Fax
(610)
989-0344 www.usatech.com George R. Jensen, Jr. Stephen P. Herbert Chairman
and CEO President and COO gjensen@usatech.com sherbert@usatech.com
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USA
TECHNOLOGIES THANK YOU! QUESTIONS & ANSWERS 34 |
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