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FUNMAN

03/08/19 4:27 PM

#1672 RE: blue_skies #1671

Hey blue - The "We" is the USAT word they use in the post. Like the following one

USA Technologies - We are excited and happy to support the Feeding The Future 5k for another year! @FiveStarFood this is a great event for an even greater cause. Every $1 raised provides 4 meals to hungry kids! Everyone come support in Chattanooga on April 6th ??http://ow.ly/L0BQ50mDQ3i


FUNMAN

03/08/19 6:08 PM

#1673 RE: blue_skies #1671

USAT - Good news - Change in Registrant’s Certifying Accountant.

We might see an upwards PPS spike come Monday morning. This is good news.

(b) Engagement of New Independent Registered Public Accounting Firm.

On March 8, 2019, the Audit Committee of the Board of Directors (the “Audit Committee”) of USA Technologies, Inc. (the “Company”) approved the engagement of BDO USA, LLP (“BDO”) as the Company’s new independent registered public accounting firm effective as of the same date.

As previously reported in the Company’s Form 8-K dated February 6, 2019, by letter dated February 1, 2019, the Company’s prior independent registered public accounting firm notified the Audit Committee that, among other things, it had resigned effective February 1, 2019.

During the two most recent fiscal years of the Company ended June 30, 2018 and 2017, and the subsequent interim period through March 8, 2019, neither the Company nor anyone on its behalf consulted with BDO regarding: (i) the application of accounting principles to a specified transaction, either completed or proposed; (ii) the type of audit opinion that might be rendered on the financial statements of the Company, where either a written report or oral advice was provided to the Company that BDO concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (iii) any matter that was the subject of a “disagreement” (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a “reportable event” (as described in Item 304(a)(1)(v) of Regulation S-K).

Item 8.01.
Other Events.

As reported in the Company’s Form 8-K dated March 4, 2019, on February 26, 2019, the Company received a notice from the staff of the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that trading of the Company’s securities would be delisted from The Nasdaq Stock Market unless the Company requested an appeal of this determination with the Nasdaq Hearings Panel (the “Panel”) by March 5, 2019. The Company filed a timely appeal with the Panel which automatically stayed the delisting until March 20, 2019. In accordance with applicable rules, the Company also requested that the Panel further stay the delisting pending the hearing. On March 5, 2019, the Company received a letter from Nasdaq scheduling an oral hearing before the Panel for April 11, 2019, and indicating that the Panel would notify the Company by no later than March 20, 2019 whether it had granted a further stay pending the hearing.

SIGNATURES

Pursuant to the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


USA TECHNOLOGIES, INC.

Dated: March 8, 2019
By:
/s/ Stephen P. Herbert

Stephen P. Herbert,

Chief Executive Officer