UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Item 8.01. Other Events.
On June 5, 2023, Cantaloupe, Inc. (the “Company”) reached a final settlement with the Securities and Exchange Commission (the “SEC”) regarding the previously disclosed investigation relating to USA Technologies, Inc.’s legacy revenue recognition practices that occurred during Fiscal Years 2017 and 2018. As part of the settlement, the Company agreed to neither admit nor deny the findings in the SEC’s final order, and it agreed to a cease-and-desist order and payment of a civil monetary penalty of $1.5 million. The Company believes it has fully remediated the conduct described in the SEC’s order related to USA Technologies, Inc. and its former executives and has implemented enhanced revenue recognition and other financial reporting practices since the periods covered by the SEC’s final order. As noted in the SEC’s announcement, the settlement reflects consideration of the Company’s self-reporting, cooperation, and remediation efforts. None of the Company’s current officers were employed by the Company during the period covered by the SEC’s investigation and final order.
As previously disclosed, as of the Company’s most recently completed fiscal quarter, the Company had reserved the full amount of the settlement. With respect to legal fees and expenses incurred in connection with the government’s investigation, the Company has been reimbursed for $2.0 million of those expenses through insurance.
Item 9.01 Financial Statements and Exhibits
| Exhibit Number | Ex. Description | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
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.
Cantaloupe, Inc.
Date: June 6, 2023
By: /s/ Anna Novoseletsky
Anna Novoseletsky
Chief Legal & Compliance Officer, General Counsel and Corporate Secretary