USA Technologies, Inc. (NASDAQ: USAT) (the “Company”), a premier digital payment, consumer engagement and logistics service provider for the self-service retail market, today announced that The Nasdaq Stock Market LLC (“Nasdaq”) has accepted the Company’s plan to regain compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”), which will permit the Company’s common stock and preferred stock to continue to trade on the Nasdaq Global Market under the symbols “USAT” and “USATP”, respectively.
As previously reported, on October 2, 2018, the Company received a notice from Nasdaq stating that the Company was not in compliance with the Rule because the Company had not timely filed its Annual Report on Form 10-K for the fiscal year ended June 30, 2018 (the “Annual Report”) with the Securities and Exchange Commission (the “SEC”). The notice provided that the Company had until November 1, 2018 to submit to Nasdaq a plan to regain compliance with the Rule.
On October 30, 2018, the Company submitted to Nasdaq a plan to regain compliance with the Rule. After reviewing the Company’s plan, Nasdaq accepted the plan and granted an exception to enable the Company to regain compliance with the Rule. Under the terms of the exception, the Company is required to file the Annual Report and any Quarterly Report on Form 10-Q which may be delinquent with the SEC on or before March 12, 2019. Nasdaq has advised the Company that a failure to file the Annual Report or any Quarterly Report which may be delinquent within the exception period will result in a notice of delisting of the Company’s common stock and preferred stock. The Company would be entitled to appeal that determination to a hearing panel under Nasdaq listing rules.
As previously reported, the Company was unable to timely file its Annual Report and will not be in a position to timely file its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2018 (the “Quarterly Report”) due to an internal investigation being conducted by the Audit Committee of the Company’s Board of Directors into certain of the Company’s contractual arrangements, including the accounting treatment, financial reporting and internal controls related to such arrangements. The investigation remains ongoing, and the Audit Committee is working closely with its advisors to complete its investigation in as timely a manner as possible. Once the investigation has been completed, the Company plans to file the Annual Report and the Quarterly Report as soon as practicable. The Company will not be in a position to file the Annual Report or the Quarterly Report until the Company and its independent auditor assess the results of the investigation, and the Company implements any remedial actions which may be deemed necessary by the Board of Directors.
