SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
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Date of report (Date of earliest event reported): July 13, 2004
USA TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 33-70992 23-2679963
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification No.)
incorporation or
organization)
100 Deerfield Lane, Suite 140
Malvern, Pennsylvania 19355
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: 610-989-0340
n/a
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 OTHER EVENTS.
On July 13, 2004, USA Technologies, Inc. ("USA") entered into a
Co-Marketing Agreement (the "Agreement") with Honeywell DMC Services, L.L.C., a
subsidiary of Honeywell International Inc. ("Honeywell"). Pursuant to the
Agreement, USA and Honeywell will jointly market USA's Energy Miser product line
on a non-exclusive basis. USA will collaborate with Honeywell in targeting
Energy Miser customers and will train the Honeywell sales force and supply
appropriate sales material in connection with the Energy Miser products. USA
also agrees to provide Energy Miser product support and attend sales calls and
trade shows with Honeywell personnel. USA will generate revenue under the
Agreement by selling Energy Miser products directly to Honeywell's customers at
pre-set prices. USA and Honeywell each agree to bear their own costs relating to
the Agreement. The Agreement does not grant to Honeywell any proprietary right
or license with respect to the Energy Miser products or any other of USA's
intellectual property. The Agreement provides for a term of 12 months.
The Agreement is attached as Exhibit 99.1.
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(a) None.
(b) None.
(c) Exhibits.
99.1 Co-Marketing Agreement dated July 13, 2004
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.
By: /s/ George R. Jensen, Jr.
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George R. Jensen, Jr.
Chief Executive Officer
Dated: September 29, 2004
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Co-Marketing Agreement dated July 13, 2004
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