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FUNMAN

10/21/16 12:13 PM

#1029 RE: Enterprising Investor #1028

Interesting move on USAT

Hazelton Capital Partners Performance – The Quarter in Review

Hazelton Capital Partners ended the 3rd quarter with a portfolio of 20 equity positions and a cash level equivalent to 20% of assets under management. The Fund’s top five portfolio holdings, which are equal to slightly under 35% of the Fund’s net assets, are: Western Digital (WDC), Apple Inc (AAPL), Micron Technology (MU), Softbank Corp (SFTBY) and USA Technologies (USAT). Hazelton Capital Partners increased its cash level from 10% to 25% at the beginning of the quarter primarily when it sold out of its DreamWorks Animation position. Some of that capital has been redeployed into existing positions as well as new holdings, keeping the number of positions within the portfolio steady at 20.

Except for DreamWorks Animation, which accounted for nearly 1/3 of Hazelton Capital Partners’ year-to-date return, most of this years performance has been driven by recent additions to the portfolio and not the legacy positions responsible for last years portfolio downturn. Many of our legacy holdings are still represented by our top five holdings, as we feel there remains a significant gap between the positions current stock price and its future value.

Plus ça change, Plus c’est la même chose

(The more things change, the more they stay the same) – Jean-Baptiste Alphonse Karr As we turn our sights to the final quarter of the year, there is an ever-growing list of headwinds that seeks to derail the already feeble economic growth. The potential for rising interest rates and oil prices, global unrest and, of course, the pending US election all highlight the current investing anxiety. Uncertainty has always been a variable when investing. Most of the time, the presence of uncertainty is shrouded in a cloak of optimism and hidden from plain view. However, one needs to be mindful that uncertainty is also the catalyst for investment opportunity and, without it, life would be predictable and markets efficient. Even though Hazelton Capital Partners is less than inspired about the current market conditions, the Fund remains optimistic about our portfolio holdings. It is important to remember that our current cash position is less a reflection of our overall macro view of the economy and more a reflection of the opportunities we are finding in the market. With that in mind, our list of potential investments has been growing over the past few months and Hazelton Capital Partners stands ready to deploy its cash.

Position Updates

USA Technologies, Inc. (USAT) – Current Holding

In the third quarter, USA Technologies became one of the Fund’s top five portfolio holdings.
USA Technologies, Inc. is a machine-to-machine (M2M) transaction and payment processing company. The company focuses primarily on the unattended retail market of vending, laundry, and remote kiosks machines. The vending machine industry is a mature industry, dating back over 120 years, with approximately 6 million machines in the United States and generating roughly $45 billion in annual revenues. Characterized by slow changing technology and sales growth, vending machine revenues are, for the most part, uncorrelated to economic cycles. The biggest structural change the industry has witnessed over the past 20 years was the widespread adoption of the dollar bill reader to transact sales. Currently, the vending machine industry is being dragged into the 21st century as it transitions from analog to digital, joining the rest of the economy by offering cashless transactions.

USAT was one of the first companies to recognize the transition to cashless transactions and began providing point-of-sale (POS) units that would allow the use of credit cards and NFC enabled devices like mobile phones. Initially, the company rented these POS units to the vending machine owners in order to capture the recurring licensing and transaction fees on items sold, the lion share of its revenues. Achieving scale was critical to the company’s longterm profitability, as the more transactions processed translated into lower negotiated fees with processing companies and the cellular companies responsible for the machine-to-machine communications. However, renting the POS machines meant that USA Technologies was leveraging its own balance sheet, and the faster its growth, the more levered it became. In 2015, USAT changed course and pivoted to using a third party leasing agent to distribute its POS units. This transition allowed the USAT to recognize revenue from its POS sales, de-lever its balance sheet, and with the help of its leasing agent, lock-in the vending machine operator into a 5 year contract.

Vending machine operators soon discovered that being digitally connected to their vending machines meant that they could manage their machine’s inventories in real-time, design a more comprehensive restocking schedule, identify and adjust which products to carry based on sell through, and change product prices for their machines remotely. Additionally, cashless transactions meant that there was less cash to collect which reduced vandalism and/or theft when the cash is collected. But the greatest benefit vending machine owners were noticing was the increase in revenue each machine was generating. By having the ability to transact cashless sales, vending machine operators witnessed between a 30 to 40% increase in revenues. Part of the increase came from servicing customers who do not carry cash or “loose change.” But more telling is the fact that cashless transactions have a higher dollar sale amount than items purchased with cash. This behavior reflects recent studies that found consumers are willing to pay over 20% more for an item if purchased with a credit card. Spending cash is tangible, representing a decline in net worth; a credit card transaction delays the impact until one’s monthly statement is received, and even then, there is another delay until tangible cash is needed to pay it off. Using a credit card has the added benefit, unlike cash, of a rewards program. In its most recent quarter, USAT reported that the average cashless transaction from its POS units was $1.90 versus ~$1.30 average cash transaction for the vending machine industry. Vending machine operators are keying in on consumer behavior when it comes to cashless transactions and are now stocking their machines with higher priced items such as energy drinks, items that
were once the impulse purchase domain of convenient and drug stores.

Hazelton Capital Partners initially looked at USA Technologies in 2012 when they were operating under the old business model of renting out its POS units. We were attracted by the recurring and growing revenue the company was generating from cashless sales and recognized that USAT was building a respectable market share in a very niche segment of the retail industry. Our concern remained centered around the leverage being placed on the company’s balance sheet which ultimately meant that USAT would have to either add more debt or dilute equity shareholders by issuing more shares, and so we decided to pass on the investment. After learning about the change in its business model in early 2015, Hazelton Capital Partners reviewed the company and its financials and decided to add USAT to our portfolio in November of 2015. Even though we were purchasing shares of the company at more than double its 2012 share price, we felt much more comfortable with the long-term growth and financial strength of the company. During USA Technologies recent run higher, Hazelton Capital Partners trimmed its holding. Our investing thesis for the company has not changed and we believe there is more upside potential for USAT, as only an estimated 10% of all vending machines in the US are currently cashless. But, we also feel that the market’s short-term valuation of USAT might have gotten a bit ahead of itself and we stand ready to repurchase those shares if USAT were to sell-off.

LifeLock (LOCK) – Closed Position — +110% Return

LifeLock is a leading service provider of identity theft protection. The company monitors new account openings and credit-related applications for unauthorized use of its member’s personal identification information. For an annual subscription, members receive alerts of unauthorized identity use, and if necessary, help in restoring a member’s identity. As demonstrated by Yahoo’s recent cyberattack that compromised over 500 million of its members’ accounts and personal information, cybercrime is a growing problem that is not going away anytime soon. High profile attacks, like Yahoo, keep identity theft fresh in people’s mind and is the best type of advertising for a company like LifeLock. The company believes that there are over 78 million people in the United States that fit its members profile. And even though LifeLock is the leading provider of identity theft protection, with only 5% market share, there is still significant room for it to grow.

In July of 2015, LifeLock shares plunged over 50% in the course of three days; the market reacting to news that the Federal Trade Commission (FTC) was taking action against LifeLock for allegedly violating a 2010 order surrounding deceptive advertising and insufficient security required to protect its member’s sensitive information. The market was fearful that the negative publicity along with the rumored $500 million fine would be the death knell for a company whose business is to prevent its members’ identity from being misused.

FUNMAN

10/24/16 10:12 AM

#1030 RE: Enterprising Investor #1028

minuteKEY Chooses USA Technologies to Offer Cashless Payments at Every Kiosk Nationwide
Commits 100% Connected Machines Featuring Credit/Debit and Mobile Wallet Payments through ePort Connect®; Connects 3,400 Kiosks to USAT's Secure API in Under Three Months

LAS VEGAS--(BUSINESS WIRE)-- Money20/20 - USA Technologies, Inc. (NASDAQ:USAT), a premier payment technology service provider of integrated cashless and mobile transactions in the self-service retail market, today announced that it has added MinuteKey Inc. ("minuteKEY"), which is believed to be the world's first self-service, key duplication kiosks, to its growing list of ePort Connect® customers committing to a fully connected operation. Through the three-month deployment, USAT has migrated 3,400 of minuteKEY's kiosks to USAT's Quick Connect: a secure API that enables the company to quickly and securely process cashless transactions, track the acceptance of cash, credit/debit cards, and mobile wallet payments such as Apple Pay and Android Pay, and meets the payment needs of their customers, while benefitting from USAT's Premium Support Service and gaining access to USAT's extensive suite of services ranging from cashless to loyalty programs.

USAT believes that minuteKEY represents the next generation of smart machine technology in unattended retail. Launched in 2008, minuteKEY kiosks utilize robotics and an intuitive user interface, small footprint, and remote diagnostic and troubleshooting capabilities. The minuteKEY kiosks can be found in locations such as Lowe's Home Improvement centers and Wal-Mart stores nationwide, and the company has stated that it has plans to expand to other high traffic locations like grocery stores and convenience stores in the coming months. The company has been named to the Inc. 5000 for three years running.

"As retailers are looking to get the most value from employee spend, processes like key cutting that once took time and attention away from high value items are increasingly being automated," said Scott K. Moore, senior vice president of IT, minuteKEY. "By partnering with USA Technologies, we are making sure everyone that makes a key at one of our kiosks is able to pay with their preferred payment method, whether it be cash, card or mobile phone, while we benefit from USAT's high level of security, expertise in the unattended market, and customized programs, automating and simplifying the payment processing on our back end. The transition to ePort Connect using the Quick Connect API has been seamless, and we believe we've chosen the best payment solutions partner on the market today for our innovative kiosks."

USAT's Quick Connect enables manufacturers and resellers of kiosks to quickly connect their machines to the ePort Connect service for processing, reporting, loyalty and more. And as a USAT Premium Support Service customer, minuteKEY gained access to a full range of services that include project management and the marketing of cashless capabilities, mobile payment and loyalty programs, as well as funding support to ensure a smart, streamlined rollout and fast returns on the investment.

"As we continue to penetrate additional verticals outside vending, minuteKEY is an exciting addition to our growing roster of companies offering ePort Connect's cashless payment systems - whether it be a retrofit, or a software update using our Quick Connect API - on 100 percent of machines," said Maeve McKenna Duska, senior vice president of marketing and sales, USA Technologies. "As more in-store processes become automated, we believe this partnership represents the benefits USAT brings to smart machine technology like minuteKEY's, particularly in an IoT enabled world where telemetry, cashless and NFC acceptance are the rule rather than the exception."

According to a Transparency Market Research report, the global kiosks market holds an opportunity of US$12.2 billion in 2015. In addition, this report, titled "Kiosk Market - North America Industry Analysis, Size, Share, Growth, Trends and Forecast 2016 - 2024," published on September 20, 2016, states the kiosk market in North America is expected to expand at a CAGR of 6.2 percent between 2016 and 2024. The report also maintains that in 2015 the North American kiosk market was valued at US $2.5 billion and is projected to rise to a valuation of US $4.4 billion by the end of 2024.

Useful Links:

USA Technologies: https://usatech.com/

Twitter: https://twitter.com/usa_tech

YouTube: https://www.youtube.com/user/USATechnologies

Resource Center: https://usatech.com/resource-center/the-benefits

Sales and Partnership Inquiries:

Please contact USA Technologies, Inc. at +1 800.633.0340 or sales@usatech.com.

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 78 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 MinuteKey Inc.:

minuteKEY makes self-service, key duplication kiosks. As innovators in an age-old industry, minuteKEY founders invested several years developing the technology to create a highly accurate, secure and easy-to-use key-cutting device. Today's kiosk, found in thousands of high-traffic retail locations in the United States and Canada including Walmart, Lowe's and Menards, combines innovations in robotics, electronics and software engineering. Founded in 2008 and based in Boulder, Colo., minuteKEY was ranked 11th on Inc. magazine's list of the 5,000 fastest-growing private companies in the U.S. for 2014.

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 or third parties, whose research reports USAT relies on, to predict future market conditions, in the kiosk and other markets, and consumer behavior. 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.




View source version on businesswire.com: http://www.businesswire.com/news/home/20161024005343/en/

USA Technologies, Inc.
Media Contact:
Alicia V. Nieva-Woodgate, +1 415-515-0866
alicia@anwnetworks.com
or
Emily F. Porro, +1 347-346-3663
emily@anwnetworks.com
or
Investor Contacts:
Blueshirt Group
Michael Bishop, +1 415-217-4968
mike@blueshirtgroup.com

Source: USA Technologies, Inc.

FUNMAN

10/27/16 6:54 PM

#1033 RE: Enterprising Investor #1028

Joy Schoffler ?@joyschoffler Oct 25 Austin, TX
Another outstanding year at @Money2020! What happens in #Vegas, changes the world. #fintech #payments #money2020