USA Technologies Announces Agreement With Hudson Executive Capital; Company Appoints Douglas Bergeron Chairman
USA Technologies, Inc., a cashless payments and software services company that provides end-to-end technology solutions for the self-service retail market, today announced in a press release it has entered into an agreement with Hudson Executive Capital LP, a New York-based investment firm and the largest shareholder of the company.
Douglas Bergeron, managing partner of Hudson Executive Capital, has been named chairman of the board of directors, effective immediately, a second press release from USAT stated. The company has also appointed Lisa P. Baird, Douglas L. Braunstein, Jacob Lamm, Michael K. Passilla, Ellen Richey, Anne M. Smalling and Shannon S. Warren to the company's board of directors. Donald W. Layden, Jr. and Patricia A. Oelrich will continue to serve as directors of the Company and will stand for election at the 2020 Annual Meeting of Shareholders together with the newly appointed directors. The Company has accepted the resignations of Kelly Ann Kay, Robert L. Metzger, Sunil Sabharwal, William J. Schoch and Ingrid S. Stafford from the Board.
Korn Ferry, an executive search firm, will conduct a search for a new chief executive officer, which it expects to name by the end of May 2020, the second press release stated. USAT has also determined it is in the best interests of the Company and its shareholders to redeem the shareholder rights plan implemented in October 2019.
Layden said, "The Company believes the agreement with Hudson Executive is in the best interests of the Company and its shareholders. I would like to thank Kelly Ann, Robert, Sunil, Bill and Ingrid for all of their contributions to USAT. Patricia and I look forward to working with our new Board members on moving the Company forward.”
Bergeron said, "The immediate actions taken by USAT’s newly constituted Board demonstrate the commitment of these directors to putting the Company on the right path to restoring strong corporate governance and building long-term, sustainable shareholder value. We look forward to rolling up our sleeves and working together to fundamentally transform USAT into an industry leader.”
Hudson Executive has agreed to vote all shares of common stock owned by it in favor of the election of the 10 person USAT slate at the 2020 Annual Meeting. The full agreement with Hudson Executive will be filed in a Current Report on Form 8-K with the Securities and Exchange Commission.
