USA Technologies, Inc. Announces Record Date for Rights Offering

* Reuters is not responsible for the content in this press release.

Tue Jun 30, 2009 5:04pm EDT

MALVERN, Pa.--(Business Wire)--
USA Technologies, Inc. (NASDAQ:USAT) announced today that the Company has set
the close of trading on The NASDAQ Global Market on July 10, 2009, as the record
date for its previously announced rights offering of common stock. 

Under the terms of the rights offering, the Company will distribute at no charge
to the holders of its common stock as of the record date transferable rights to
purchase up to an aggregate of $15,000,000 worth of new shares of common stock
and warrants. In the rights offering, the Company will distribute to each such
holder one transferable right for every share of common stock owned on the
record date. Each right will entitle the holder to purchase 1 share of common
stock at the subscription price of $2.50 per share of common stock and a warrant
that would entitle the holder to purchase one share of common stock at the
exercise price of $2.75 per share of common stock, subject to the Company`s
final pricing determination which will be made as of the date of the final
prospectus. Rights holders who fully exercise their rights will be entitled to
subscribe, subject to certain limitations and subject to allotment, for
additional shares that remain unsubscribed as a result of any unexercised rights
in an amount equal to up to 400% of the shares of common stock for which such
subscriber was otherwise entitled to subscribe. Consummation of the rights
offering is subject to customary closing conditions. 

The Company anticipates the following important dates for the rights offering.
These dates are subject to change, and you should review the prospectus, when
available, to determine the actual dates related to the rights offering. 

Important Dates: Last Day to Buy Stock and Receive Rights: July 7, 2009(1);
Shares Trade Ex-Rights: July 8, 2009; Record Date: July 10, 2009; Rights
Eligible for Trading: July 8, 2009; Subscription Period: From July 10, 2009 to
July 31, 2009(2); Last Day Rights May Be Traded: July 30, 2009(2); Expiration
Date: July 31, 2009(2). 

(1) Assumes three day settlement.
(2) Unless the offering is extended. 

The Company has engaged William Blair & Company and Maxim Group LLC to act as
the dealer-managers for the rights offering and MacKenzie Partners, Inc. to act
as the information agent. 

A registration statement related to these securities was filed with the
Securities and Exchange Commission. The registration statement has not yet
become effective. These securities may not be sold nor may offers to buy be
accepted prior to the time the registration statement becomes effective. The
rights offering, which is expected to be commenced immediately following the
effectiveness of the registration statement, will only be made by means of a
prospectus. This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be any sale of
any securities in any state in which such offer, solicitation, or sale would be
unlawful prior to registration or qualification under the securities laws of any
such state. 

Copies of the prospectus may be obtained, when available, from MacKenzie
Partners, Inc., 105 Madison Avenue, New York, NY 10016, toll-free: (800)
322-2885, collect: (212) 929-5500 or by e-mail request to
usatrights@mackenziepartners.com. 

About USA Technologies:

USA Technologies is a leader in the networking of wireless non-cash
transactions, associated financial/network services and energy management. USA
Technologies provides networked credit card and other non-cash systems in the
vending, commercial laundry, hospitality and digital imaging industries. The
Company has agreements with AT&T, Honeywell, Blackboard, MasterCard and others. 

Statement under the Private Securities Litigation Reform Act:

With the exception of the historical information contained in this release, 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, product acceptance, the ability to
continually obtained increased orders of its products, the ability to meet
installation goals, economic, competitive, governmental impacts, whether pending
patents will be granted or defendable, validity of intellectual property and
patents, the ability to license patents, the ability to commercialize
developmental products, as well as technological and/or other factors.

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 statements regarding the company's
financial position, business strategy and the plans and objectives of the
company'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 the company or
its management, identify forward-looking statements. Such forward-looking
statements are based on the beliefs of the company's management, as well as
assumptions made by and information currently available to the company'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, business, financial market and economic conditions, including, but
not limited to, the credit market, the housing market, results of integrating
acquired businesses into existing operations, the results of the company's
restructuring and disposal efforts, competitive factors and pricing pressures
for resin and steel, capacity and supply constraints and the ability to
consummate the rights offering. Such statements reflect the views of the company
with respect to future events and are subject to these and other risks,
uncertainties and assumptions relating to the operations, results of operations,
growth strategy and liquidity of the company as previously disclosed in the
company's SEC filings. Readers are cautioned not to place undue reliance on
these forward-looking statements. The company 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.





USA Technologies:
George Jensen, Chairman & CEO
Stephen P. Herbert, President & COO
800-633-0340
sherbert@usatech.com
or
Investor Relations:
Porter, LeVay & Rose
Marlon Nurse, Vice President
212-564-4700 

Copyright Business Wire 2009

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