false 2025-02-05 0001041514 Lesaka Technologies, Inc. 0001041514 2025-02-05 2025-02-05

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 5, 2025

LESAKA TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)

Florida 000-31203 98-0171860
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

President Place, 4th Floor, Cnr.
Jan Smuts Avenue and Bolton Road
Rosebank, Johannesburg, South Africa
(Address of principal executive offices) (ZIP Code)

Registrant’s telephone number, including area code: 011-27-11-343-2000

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class   Trading Symbols   Name of each exchange on which registered
Common Shares   LSAK   NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b -2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 2.02. Results of Operations and Financial Condition.

The following information is furnished pursuant to Item 2.02, "Results of Operations and Financial Condition".

On February 5, 2025, Lesaka Technologies, Inc., a Florida corporation (the "Company"), issued a press release setting forth its financial results for the second quarter ended December 31, 2024.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibits Description
99.1 Press Release, dated February 5, 2025, issued by Lesaka Technologies, Inc.
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).


SIGNATURES

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

  LESAKA TECHNOLOGIES, INC.
     
Date: February 5, 2025 By: /s/ Dan L. Smith
  Name:  Dan L. Smith
  Title: Group Chief Financial Officer



Exhibit 99.1

Q2 2025 Results: Lesaka beats profitability guidance for Q2 2025, reaffirms FY2025 guidance and sets FY2026 profitability guidance

JOHANNESBURG, February 5, 2025 - Lesaka Technologies, Inc. (Nasdaq: LSAK; JSE: LSK) today released results for the second quarter of fiscal 2025 ("Q2 2025").

Q2 2025 performance:

  • Revenue of $146.8 million (ZAR 2.6 billion) was at the upper end of our Revenue guidance and compares to $143.9 million (ZAR 2.7 billion) in Q2 2024.
  • Net Revenue (a non-GAAP measure) of $77.1 million (ZAR 1.4 billion) was at the upper end of our Net Revenue guidance increasing 42% in ZAR, from $51.7 million (ZAR 968.7 million) in Q2 2024.
  • Operating income of $0.8 million (ZAR 14.2 million) was lower than operating income of $2.3 million (ZAR 42.5 million) in Q2 2024.
  • Net loss, including a tax adjusted $26.6 million (ZAR 485.6 million) non-operating, non-cash, change in fair value of Mobikwik (a non-core asset), increased to $32.1 million (ZAR 583.7 million) compared to a net loss of $2.7 million (ZAR 50.8 million) in Q2 2024.
  • GAAP loss per share increased to $0.40 (ZAR 7.32) from $0.04 (ZAR 0.79) in Q2 2024.
  • Group Adjusted EBITDA (a non-GAAP measure) of $11.8 million (ZAR 211.8 million) improved 26% in ZAR from $9.0 million (ZAR 167.8 million) in Q2 2024, exceeding guidance provided
  • Fundamental earnings per share (a non-GAAP measure) of $0.01 (ZAR 0.29) improved by 12% in ZAR, from $0.01 (ZAR 0.26) in Q2 2024.
  • Merchant Division Revenue decreased 5% in ZAR to $115.8 million (ZAR 2.1 billion), Net Revenue increased 68% in ZAR to $47.7 million (ZAR 854.5 million) and Segment Adjusted EBITDA increased by 32% in ZAR, to $10.3 million (ZAR 185.1 million).
  • Consumer Division Revenue and Net Revenue increased 31% in ZAR to $22.9 million (ZAR 410.7 million) and Segment Adjusted EBITDA increased 61% in ZAR, to $4.3 million (ZAR 77.5 million).

(1) Average exchange rates applicable for the quarter: ZAR 17.85 to $1 for Q2 2025, ZAR 18.71 to $1 for Q2 2024. The ZAR strengthened 4.6% against the U.S. dollar during Q2 2025 when compared to Q2 2024.

Commenting on the results, Lesaka Chairman Ali Mazanderani said, "I am pleased that we exceeded our Group Adjusted EBITDA guidance for the quarter and can re-affirm our FY2025 guidance. We have now delivered on our profitability guidance for ten successive quarters.  Our Group Adjusted EBITDA guidance of ZAR 1.25 billion to ZAR 1.45 billion for FY2026 demonstrates our continued confidence in the Lesaka platform's scalability."

Outlook: Third Quarter 2025 ("Q3 2025"), reaffirming Full Fiscal Year 2025 ("FY 2025") and Group Adjusted EBITDA guidance for Full Fiscal Year 2026 ("FY 2026")

While we report our financial results in USD, we measure our operating performance in ZAR, and as such we provide our guidance accordingly.

For Q3 2025, the quarter ending March 31, 2025 we expect:

  • Revenue between ZAR 2.4 billion and ZAR 2.6 billion.
  • Net Revenue between ZAR 1.3 billion and ZAR 1.5 billion.
  • Group Adjusted EBITDA between ZAR 230 million and ZAR 260 million.

For FY2025, the year ending June 30, 2025, we expect:

  • Revenue between ZAR 10.0 billion and ZAR 11.0 billion.
  • Net Revenue between ZAR 5.2 billion and ZAR 5.6 billion.
  • Group Adjusted EBITDA between ZAR 900 million and ZAR 1 billion

Our FY2025 outlook provided:

  • Includes the impact of the acquisition of Adumo, which closed in October 2024 (in Q2 2025).
  • Includes the impact of the acquisition of Recharger, which we expect to close in Q3 2025.
  • Excludes the impact of unannounced mergers and acquisitions that we may conclude.

For FY2026, the year ending June 30, 2026, we expect:


For the year ending June 30, 2026, we expect Group Adjusted EBITDA between ZAR 1.25 billion and ZAR 1.45 billion. This includes the impact of Recharger for 12 months in FY2026 and excludes the impact of unannounced mergers and acquisitions that we may conclude.

Management has provided its outlook regarding Net Revenue and Group Adjusted EBITDA, which are non-GAAP financial measures and excludes certain revenue and charges. Management has not reconciled these non-GAAP financial measures to the corresponding GAAP financial measures because guidance for the various reconciling items is not provided. Management is unable to provide guidance for these reconciling items because they cannot determine their probable significance, as certain items are outside of the company's control and cannot be reasonably predicted since these items could vary significantly from period to period. Accordingly, reconciliations to the corresponding GAAP financial measure is not available without unreasonable effort.

Earnings Presentation for Q2 2025 Results

Our earnings presentation will be posted to the Investor Relations page of our website prior to our earnings call.

Webcast and Conference Call

Lesaka will host a webcast and conference call to review results on February 6, 2025, at 8:00 a.m. Eastern Time which is 3:00 p.m. South Africa Standard Time ("SAST"). A replay of the results presentation webcast will be available on the Lesaka investor relations website following the conclusion of the live event.

Presentation webcast via Zoom:

Link to access the results webcast: https://bit.ly/3VzfPjT

Participants using the webcast will be able to ask questions by raising their hand and then asking the question "live."

Conference call dial-in:

  • US Toll-Free:  +1 564 217 2000 or +1 646 931 3860
  • South Africa Toll-Free: +27 21 426 8190 or +27 87 551 7702 or +27 87 550 3946

Participants using the conference call dial-in will be unable to ask questions.

A replay of the results presentation webcast will be available on the Lesaka investor relations website following the conclusion of the live event.

Our Form 10-Q for the quarter ended December 31, 2024, as filed with the SEC, is available on our company website at www.lesakatech.com.

Use of Non-GAAP Measures

U.S. securities laws require that when we publish any non-GAAP measures, we disclose the reason for using these non-GAAP measures and provide reconciliations to the most directly comparable GAAP measures. The presentation of Group Adjusted EBITDA, Group Adjusted EBITDA margin, Net Revenue, fundamental net (loss) income, fundamental (loss) earnings per share, and headline (loss) earnings per share are non-GAAP measures. Refer to Attachment A for a reconciliation of these non-GAAP measures.

Non-GAAP Measures

Group adjusted EBITDA

Group Adjusted EBITDA is net loss before interest, taxes, depreciation and amortization, adjusted for non-operational transactions (including loss on disposal of equity-accounted investments), loss from equity-accounted investments, stock-based compensation charges and once-off items. Once-off items represent non-recurring expense items, including costs related to acquisitions and transactions consummated or ultimately not pursued. Group Adjusted EBITDA margin is Group Adjusted EBITDA divided by revenue.

Net Revenue

We generate revenue from the provision of transaction-processing services through our various platforms and service offerings. We use these platforms to (a) sell prepaid airtime vouchers ("Pinned Airtime") which was held as inventory, and (b) distribute pre-paid solutions including prepaid airtime vouchers (which we do not hold as inventory) ("Pinless Airtime"), prepaid electricity, gaming vouchers, and other products, to users of our platforms. We act as a principal when we sell Pinned Airtime that were held as inventory and record revenue and cost of sales on a gross basis when sold. We act as an agent in a transaction when we provide pre-paid solutions through our various platforms and services offerings because we do not control the good or service to be provided and we recognize revenue based on the amount that we are contractually entitled to receive for performing the distribution service on behalf of our customers using our platform. Our revenue under GAAP can fluctuate materially due to changes in the revenue mix between these revenue categories. Net Revenue is a non-GAAP measure and is calculated as revenue presented under GAAP less (i) the cost of Pinned Airtime sold by us, and (ii) commissions paid to third parties selling all other agency-based pre-paid solutions (including Pinless Airtime, electricity and other products) provided through our distribution channels. We believe that the use of Net Revenue is meaningful to users of financial information because it seeks to eliminate the impact of the change in the revenue mix from the revenue categories over the periods presented.


Fundamental net earnings (loss) and fundamental earnings (loss) per share

Fundamental net earnings (loss) and earnings (loss) per share is GAAP net loss and loss per share adjusted for the amortization of acquisition-related intangible assets (net of deferred taxes), stock-based compensation charges, and unusual non-recurring items, including costs related to acquisitions and transactions consummated or ultimately not pursued.

Fundamental net loss and loss per share for fiscal 2025 also includes adjustments related to changes in the fair value of equity securities (net of deferred tax), loss on disposal of equity-accounted investments and intangible asset amortization, net related to non-controlling interests.

Fundamental net earnings (loss) and earnings (loss) per share for fiscal 2024 also includes an impairment loss related to an equity-accounted investment, and a reversal of allowance for doubtful loan receivable.

Management believes that the Group Adjusted EBITDA, fundamental net earnings (loss) and fundamental earnings (loss) per share metrics enhance its own evaluation, as well as an investor's understanding, of our financial performance. Attachment A presents the reconciliation between GAAP net loss attributable to Lesaka and these non-GAAP measures.

Headline (loss) earnings per share ("H(L)EPS")

The inclusion of H(L)EPS in this press release is a requirement of our listing on the JSE. H(L)EPS basic and diluted is calculated using net (loss) income which has been determined based on GAAP. Accordingly, this may differ to the headline (loss) earnings per share calculation of other companies listed on the JSE as these companies may report their financial results under a different financial reporting framework, including but not limited to, International Financial Reporting Standards.

H(L)EPS basic and diluted is calculated as GAAP net (loss) income adjusted for the impairment losses related to our equity-accounted investments and (profit) loss on sale of property, plant and equipment. Attachment C presents the reconciliation between our net (loss) income used to calculate (loss) earnings per share basic and diluted and H(L)EPS basic and diluted and the calculation of the denominator for headline diluted (loss) earnings per share.

About Lesaka (www.lesakatech.com)

Lesaka Technologies, (Lesaka™) is a South African Fintech company driven by a purpose to provide financial services and software to Southern Africa's underserviced consumers (B2C) and merchants (B2B), improving people's lives and increasing financial inclusion in the markets in which we operate. We offer a wide range of integrated payment solutions including transactional accounts (banking), lending, insurance, payouts, cash management solutions, card acceptance, supplier payments, software services and bill payments. By providing a full-service fintech platform in our connected ecosystem, we facilitate the digitization of commerce in our markets.

Lesaka has a primary listing on NASDAQ (NasdaqGS: LSAK) and a secondary listing on the Johannesburg Stock Exchange (JSE: LSK). Visit www.lesakatech.com for additional information about Lesaka Technologies (Lesaka ™).

Forward-Looking Statements

This press release contains certain statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995, as amended. Such statements may be identified by their use of terms or phrases such as "expects," "estimates," "projects," "believes," "anticipates," "plans," "could," "would," "may," "will," "intends," "outlook," "focus," "seek," "potential," "mission," "continue," "goal," "target," "objective," derivations thereof, and similar terms and phrases. Forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, which could cause future events and actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. In this press release, statements relating to future financial results and future financing and business opportunities are forward-looking statements. Additional information concerning factors that could cause actual events or results to differ materially from those in any forward-looking statement is contained in our Form 10-K for the fiscal year ended June 30, 2024, and our Form 10-Q for the quarterly period ended December 31, 2024, as filed with the SEC, as well as other documents we have filed or will file with the SEC. With respect to our proposed acquisition of Recharger, additional factors that could cause actual results to differ materially from those indicated or implied by the forward-looking statements include, among others: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the share purchase agreement relating to the proposed acquisition; (2) the ability to satisfy all conditions to completion of the proposed acquisition, including obtaining regulatory approvals; (3) unexpected costs, charges or expenses resulting from the transaction; (4) the disruption of management's attention from our ongoing business operations due to the proposed acquisition; (5) changes in the financial condition of the markets that Recharger serves; (6) risks associated with Recharger's product and service offerings or its results of operation; (7) the challenges, risks and costs involved with integrating the operations of Recharger with ours; and (8) our ability to realize the anticipated benefits of the proposed acquisition. We assume no obligation to update the information in this press release, to revise any forward-looking statements or to update the reasons actual results could differ materially from those anticipated in forward-looking statements.


Investor Relations and Media Relations Contacts:

Phillipe Welthagen

Email: phillipe.welthagen@lesakatech.com

Mobile: +27 84 512 5393

Media Relations Contact:

Ian Harrison

Email: Ian@thenielsennetwork.com


Lesaka Technologies, Inc.

Attachment A

Reconciliation of GAAP loss attributable to Lesaka to Group Adjusted EBITDA loss:

Three and six months ended December 31, 2024 and 2023, and three months ended September 30, 2024

              Three months ended   Six months ended  
              December 31,   Sept 30,   December 31,  
              2024   2023   2024   2024   2023  
Loss attributable to Lesaka - GAAP $ (32,134 ) $ (2,707 ) $ (4,542 ) $ (36,676 ) $ (8,358 )
Less net income attributable to noncontrolling interest   (28 )   -     -     (28 )   -  
   
Net loss   (32,106 )   (2,707 )   (4,542 )   (36,648 )   (8,358 )
  Loss from equity accounted investments   (50 )   (43 )   (27 )   (77 )   1,362  
       Net loss before (earnings) loss from equity-accounted investments   (32,156 )   (2,750 )   (4,569 )   (36,725 )   (6,996 )
    Income tax (benefit) expense   (6,412 )   686     78     (6,334 )   950  
         Loss before income tax expense   (38,568 )   (2,064 )   (4,491 )   (43,059 )   (6,046 )
      Reversal of allowance for doubtful EMI loans receivable   -     -     -     -     (250 )
      Change in fair value in equity securities   33,731     -     -     33,731     -  
      Net (gain) loss on disposal of equity-accounted investment   161     -     -     161     -  
      Unrealized (gain) loss FV for currency adjustments   435     (122 )   (219 )   216     (20 )
      Operating income/(loss) after PPA amortization and net interest (non-GAAP)   (4,241 )   (2,186 )   (4,710 )   (8,951 )   (6,316 )
      PPA amortization (amortization of acquired intangible assets)    4,867     3,592     3,747     8,614     7,200  
           Operating income/(loss) before PPA amortization after net interest (non-GAAP)   626     1,406     (963 )   (337 )   884  
        Interest expense   6,174     4,822     5,032     11,206     9,731  
        Interest income   (721 )   (485 )   (586 )   (1,307 )   (934 )
            Operating income/(loss) before PPA amortization and net interest (non-GAAP)   6,079     5,743     3,483     9,562     9,681  
          Depreciation (excluding amortization of intangibles)   3,356     2,221     2,529     5,885     4,469  
          Interest adjustment   (757 )   -     (831 )   (1,588 )   -  
          Stock-based compensation charges   2,644     1,804     2,377     5,021     3,563  
          Once-off items (refer below)   488     (816 )   1,805     2,293     (738 )
              Group Adjusted EBITDA - Non-GAAP $ 11,810   $ 8,952   $ 9,363   $ 21,173   $ 16,975  
                                           
      
          Three months ended   Six months ended  
              December 31,   Sep 30,   December 31,  
              2024   2023   2024   2024   2023  
  Once-off items comprises:                              
    Transaction costs $ 684   $ 102   $ 103   $ 787   $ 180  
    Transaction costs related to Adumo acquisition   -     34     1,702     1,702     34  
    Indirect taxes provision   (196 )   -     -     (196 )   -  
    Income recognized incurred related to closure of legacy businesses   -     (952 )   -     -     (952 )
      $ 488   $ (816 ) $ 1,805   $ 2,293   $ (738 )

Once-off items are non-recurring in nature, however, certain items may be reported in multiple quarters. For instance, transaction costs include costs incurred related to acquisitions and transactions consummated or ultimately not pursued. The transactions can span multiple quarters, for instance in fiscal 2025 we incurred significant transaction costs related to the acquisition of Adumo over a number of quarters, and the transactions are generally non-recurring.


Indirect tax provision release relates to the reversal of a non-recurring indirect tax provision created in fiscal 2023 which was resolved in fiscal 2025 following settlement of the matter with the tax authority. Income recognized related to closure of legacy businesses represents (i) gains recognized related to the release of the foreign currency translation reserve on deconsolidation of a subsidiaries and (ii) costs incurred related to subsidiaries which we are in the process of deregistering/ liquidation and therefore we consider these costs non-operational and ad hoc in nature.

Year ended June 30, 2024 and 2023

   
   
   
   
    Year ended  
            June 30,  
            2024   2023  
Loss attributable to Lesaka - GAAP $ (17,440 ) $ (35,074 )
Loss from equity accounted investments   1,279     5,117  
  Net loss before (earnings) loss from equity-accounted investments   (16,161 )   (29,957 )
  Income tax (benefit) expense   3,363     (2,309 )
    Loss before income tax expense   (12,798 )   (32,266 )
    Reversal of allowance for doubtful EMI loans receivable   (250 )   -  
    Net (gain) loss on disposal of equity-accounted investment   -     205  
    Impairment loss   -     7,039  
    Unrealized (gain) loss FV for currency adjustments   (83 )   222  
    Operating income (loss) after PPA amortization and net interest (non-GAAP)   (13,131 )   (24,800 )
    PPA amortization (amortization of acquired intangible assets)    14,419     15,149  
      Operating income (loss) before PPA amortization after net interest (non-GAAP)   1,288     (9,651 )
      Interest expense   18,932     18,567  
      Interest income   (2,294 )   (1,853 )
        Operating income (loss) before PPA amortization and net interest (non-GAAP)   17,926     7,063  
        Depreciation (excluding amortization of intangibles)   9,246     8,536  
        Stock-based compensation charges   7,911     7,309  
        Once-off items (refer below)   1,853     1,922  
          Group Adjusted EBITDA - Non-GAAP $ 36,936   $ 24,830  
               

 

 

 

 

 

 

Year ended

 

 

 

 

 

 

 

June 30,

 

 

 

 

 

 

 

2024

 

2023

 

Once-off items comprises:

 

 

 

 

 

 

 

Transaction costs

$

512

 

$

850

 

 

Transaction costs related to Adumo acquisition

 

2,293

 

 

-

 

 

(Income recognized) Expenses incurred related to closure of legacy businesses

 

(952

)

 

639

 

 

Non-recurring revenue not allocated to segments

 

-

 

 

(1,469

 

Employee misappropriation of company funds

 

-

 

 

1,202

 

 

Separation of employee expense

 

-

 

 

262

 

 

Indirect taxes provision

 

-

 

 

438

 

 

 

$

1,853

 

$

1,922

 

Once-off items are non-recurring in nature, however, certain items may be reported in multiple quarters. For instance, transaction costs include costs incurred related to acquisitions and transactions consummated or ultimately not pursued. The transactions can span multiple quarters, for instance in fiscal 2024 we incurred significant transaction costs related to the acquisition of adumo over a number of quarters, and the transactions are generally non-recurring.

(Income recognized) Expenses incurred related to closure of legacy businesses represents (i) gains recognized related to the release of the foreign currency translation reserve on deconsolidation of a subsidiaries and (ii) costs incurred related to subsidiaries which we are in the process of deregistering/ liquidation and therefore we consider these costs non-operational and ad hoc in nature. Non-recurring revenue not allocated to segments includes once off revenue recognized that we believe does not relate to either our Merchant or Consumer divisions. Employee misappropriation of company funds represents a once-off loss incurred. Indirect tax provision includes non-recurring indirect taxes which have been provided related to prior periods following an on-going investigation from a tax authority. We incurred separation costs related to the termination of certain senior-level employees, including an executive officer and senior managers, during the fiscal year and we consider these specific terminations to be of a non-recurring nature. The legacy processing adjustments represents amounts we identified during fiscal 2022 related to prior periods that are payable to third parties.


Reconciliation of revenue under GAAP to Net Revenue:

Three and six months ended December 31, 2024 and 2023, and three months ended September 30, 2024

   
  
    Three months ended   Six months ended  
        December 31,   Sep 30,   December 31,  
        2024   2023   2024   2024   2023  
Revenue - GAAP $ 146,818   $ 143,893   $ 145,546   $ 292,364   $ 279,982  
  Cost of prepaid airtime vouchers sold by us & commissions paid to third parties selling all other agency-based products   (69,758 )   (92,163 )   (86,737 )   (156,495 )   (179,489 )
    Net Revenue (non-GAAP) $ 77,060   $ 51,730   $ 58,809   $ 135,869   $ 100,493  
      Net Revenue / revenue   52%     36%     40%     46%     36%  
                                     
Merchant revenue - GAAP $ 115,811   $ 117,182   $ 115,630   $ 231,441   $ 229,243  
  Cost of prepaid airtime vouchers sold by us & commissions paid to third parties selling all other agency-based products   (68,097 )   (89,968 )   (85,173 )   (153,270 )   (175,281 )
    Merchant Net Revenue (non-GAAP) $ 47,714   $ 27,214   $ 30,457   $ 78,171   $ 53,962  

Reconciliation of GAAP net loss and loss per share, basic, to fundamental net earnings (loss) and earnings (loss) per share, basic:

Three months ended December 31, 2024 and 2023

    Net (loss) income
(USD '000)
    (L)PS, basic
(USD)
    Net (loss) income
(ZAR '000)
    (L)PS, basic
(ZAR)
 
    2024     2023     2024     2023     2024     2023     2024     2023  
GAAP   (32,134 )   (2,707 )   (0.40 )   (0.04 )   (583,694 )   (50,819 )   (7.32 )   (0.79 )
Change in fair value of equity securities, net   26,647     -                 485,621     -              
Intangible asset amortization, net   3,553     2,624                 63,495     49,104              
Stock-based compensation charge   2,644     1,804                 47,400     33,810              
Transaction costs   684     136                 12,330     2,556              
Indirect taxes provision release   (196 )   -                 (3,508 )   -              
Net loss on disposal of equity-accounted investments   (161 )   -                 2,886     -              
Amortization, net related to non-controlling interest   (84 )   -                 (1,503 )   -              
Non core international - unrealized currency loss   -     (952 )               -     (17,648 )            
Fundamental   953     905     0.01     0.01     23,027     17,003     0.29     0.26  


Six months ended December 31, 2024 and 2023

    Net (loss) income
(USD '000)
    (L) EPS, basic
(USD)
    Net (loss) income
(ZAR '000)
    (L)EPS, basic
(ZAR)
 
    2024     2023     2024     2023     2024     2023     2024     2023  
GAAP   (36,676 )   (8,358 )   (0.46 )   (0.13 )   (664,717 )   (156,454 )   (8.29 )   (2.43 )
Change in fair value of equity securities, net   26,647     -                 485,621     -              
Stock-based compensation charge   5,021     3,563                 90,091     66,607              
Intangible asset amortization, net   6,288     5,249                 112,668     98,208              
Transaction costs   2,489     214                 44,158     4,021              
Indirect taxes provision release   (196 )   -                 (3,508 )   -              
Net loss on disposal of equity-
accounted investments
  161     -                 2,886     -              
Intangible asset amortization, net
related to non-controlling interest
  (84 )   -                 (1,503 )   -              
Impairment of equity method investments   -     1,167                 -     22,084              
Non core international - unrealized
currency (gain) loss
  -     (952 )               -     (17,648 )            
Allowance for doubtful EMI loans
receivable
  -     (250 )               -     (4,741 )            
Fundamental   3,650     633     0.05     0.01     65,696     12,077     0.82     0.19  


Attachment B

Unaudited Condensed Consolidated Financial Statements

LESAKA TECHNOLOGIES, INC.

Unaudited Condensed Consolidated Statements of Operations


    
  Unaudited   Unaudited  
    Three months ended   Six months ended  
    December 31,   December 31,  
    2024   2023   2024   2023  
    (In thousands)   (In thousands)  
REVENUE $ 146,818   $ 143,893   $ 292,364   $ 279,982  
                         
EXPENSE                        
  Cost of goods sold, IT processing, servicing and support   101,298     114,266     212,185     221,756  
  Selling, general and administration   36,520     21,507     63,246     44,022  
  Depreciation and amortization   8,223     5,813     14,499     11,669  
  Transaction costs related to Adumo acquisition   -     34     1,702     34  
                         
OPERATING (LOSS) INCOME   777     2,273     732     2,501  
                         
CHANGE IN FAIR VALUE OF EQUITY SECURITIES   (33,731 )   -     (33,731 )   -  
                         
REVERSAL OF ALLOWANCE FOR DOUBTFUL EMI LOAN RECEIVABLE   -     -     -     250  
LOSS ON DISPOSAL OF EQUITY-ACCOUNTED INVESTMENT   161     -     161     -  
                         
INTEREST INCOME   721     485     1,307     934  
                         
INTEREST EXPENSE   6,174     4,822     11,206     9,731  
                         
LOSS BEFORE INCOME TAX (BENEFIT) EXPENSE   (38,568 )   (2,064 )   (43,059 )   (6,046 )
                         
INCOME TAX (BENEFIT) EXPENSE   (6,412 )   686     (6,334 )   950  
                         
NET LOSS BEFORE EARNINGS (LOSS) FROM EQUITY-ACCOUNTED INVESTMENTS   (32,156 )   (2,750 )   (36,725 )   (6,996 )
                         
EARNINGS (LOSS) FROM EQUITY-ACCOUNTED INVESTMENTS   50     43     77     (1,362 )
                         
NET LOSS   (32,106 )   (2,707 )   (36,648 )   (8,358 )
                         
(ADD) LESS NET (LOSS) INCOME ATTRIBUTABLE TO NON-CONTROLLING INTEREST   28     -     28     -  
                         
NET LOSS ATTRIBUTABLE TO LESAKA $ (32,134 ) $ (2,707 ) $ (36,676 ) $ (8,358 )
                         
Net loss per share, in United States dollars:                        
Basic loss attributable to Lesaka shareholders $ (0.40 ) $ (0.04 ) $ (0.51 ) $ (0.13 )
Diluted loss attributable to Lesaka shareholders $ (0.40 ) $ (0.04 ) $ (0.51 ) $ (0.13 )



LESAKA TECHNOLOGIES, INC.

Unaudited Condensed Consolidated Statements of Cash Flows


   
   
  Unaudited   Unaudited  
      Three months ended   Six months ended  
      December 31,   December 31,  
      2024   2023   2024   2023  
      (In thousands)   (In thousands)  
Cash flows from operating activities                        
  Net loss $ (32,106 ) $ (2,707 ) $ (36,648 ) $ (8,358 )
  Depreciation and amortization   8,223     5,813     14,499     11,669  
  Movement in allowance for doubtful accounts receivable and finance loans receivable   2,521     1,164     4,020     2,689  
  Movement in interest payable   1,864     (1,573 )   3,557     191  
  Fair value adjustment related to financial liabilities   (454 )   (836 )   (264 )   (870 )
  Loss on disposal of equity-accounted investments   161     -     161     -  
  (Gain) Loss from equity-accounted investments   (50 )   (43 )   (77 )   1,362  
  Reversal of  allowance for doubtful loans receivable   -     -     -     (250 )
  Change in fair value of equity securities   33,731     -     33,731     -  
  Profit on disposal of property, plant and equipment   (14 )   (163 )   (41 )   (199 )
  Facility fee amortized   68     89     137     316  
  Stock-based compensation charge   2,644     1,804     5,021     3,563  
  Dividends received from equity accounted investments   65     54     65     54  
  Increase in accounts receivable and other receivables   (11,988 )   (13,157 )   (4,295 )   (15,502 )
  Increase in finance loans receivable   (8,325 )   (2,889 )   (9,915 )   (3,377 )
  (Increase) Decrease in inventory   (4,560 )   985     (5,449 )   506  
  Increase (Decrease) in accounts payable and other payables   8,135     13,728     (9,042 )   14,103  
  (Decrease) Increase in taxes payable   (153 )   (654 )   612     (346 )
  Decrease in deferred taxes   (8,928 )   (1,032 )   (9,374 )   (1,594 )
       Net cash provided by (used in) operating activities   (9,166 )   583     (13,302 )   3,957  
                             
Cash flows from investing activities                        
  Capital expenditures   (6,318 )   (2,198 )   (10,283 )   (5,007 )
  Proceeds from disposal of property, plant and equipment   475     436     1,325     720  
  Acquisition of intangible assets   (428 )   (47 )   (601 )   (182 )
  Acquisitions, net of cash acquired   (3,957 )   -     (3,957 )   -  
  Proceeds from disposal of equity-accounted investment   -     3,508     -     3,508  
  Repayment of loans by equity-accounted investments   -     250     -     250  
  Net change in settlement assets   (1,266 )   (43 )   2,304     (11,280 )
    Net cash (used in) provided by investing activities   (11,494 )   1,906     (11,212 )   (11,991 )
                             
Cash flows from financing activities                        
  Proceeds from bank overdraft   48,855     69,012     72,748     128,586  
  Repayment of bank overdraft   (4,512 )   (66,048 )   (35,540 )   (128,841 )
  Long-term borrowings utilized   12,903     8,557     13,677     11,028  
  Repayment of long-term borrowings   (8,322 )   (3,184 )   (13,794 )   (5,813 )
  Acquisition of treasury stock   (12,586 )   (198 )   (12,586 )   (198 )
  Proceeds from issue of shares   51     2     51     23  
  Guarantee fee   (431 )   -     (431 )   -  
  Dividends paid to non-controlling interest   (301 )   -     (301 )   -  
  Net change in settlement obligations   1,209     197     (2,439 )   10,893  
    Net cash provided by financing activities   36,866     8,338     21,385     15,678  
                             
Effect of exchange rate changes on cash   (5,278 )   2,005     (2,052 )   1,562  
Net increase (decrease) in cash, cash equivalents and restricted cash   10,928     12,832     (5,181 )   9,206  
Cash, cash equivalents and restricted cash - beginning of period   49,809     55,006     65,918     58,632  
Cash, cash equivalents and restricted cash - end of period $ 60,737   $ 67,838   $ 60,737   $ 67,838  



LESAKA TECHNOLOGIES, INC.

Unaudited Condensed Consolidated Balance Sheets


                    Unaudited   (A)  
            December 31,   June 30,  
            2024   2024  
            (In thousands, except share data)  
          ASSETS            
CURRENT ASSETS            
  Cash and cash equivalents $ 60,625   $ 59,065  
  Restricted cash   112     6,853  
  Accounts receivable, net of allowance of - December: $1,851; June: $1,241 and other receivables   46,203     36,667  
  Finance loans receivable, net of allowance of - December: $5,488; June: $4,644   49,529     44,058  
  Inventory   27,346     18,226  
    Total current assets before settlement assets   183,815     164,869  
      Settlement assets   27,550     22,827  
        Total current assets   211,365     187,696  
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of - December: $48,124; June: $49,762   42,295     31,936  
OPERATING LEASE RIGHT-OF-USE   7,649     7,280  
EQUITY-ACCOUNTED INVESTMENTS   181     206  
GOODWILL   200,760     138,551  
INTANGIBLE ASSETS, net of accumulated amortization of - December: $52,897; June: $46,200   125,964     111,353  
DEFERRED INCOME TAXES   6,278     3,446  
OTHER LONG-TERM ASSETS, including equity securities   46,082     77,982  
TOTAL ASSETS   640,574     558,450  
                       
          LIABILITIES            
CURRENT LIABILITIES            
  Short-term credit facilities for ATM funding   -     6,737  
  Short-term credit facilities   51,152     9,351  
  Accounts payable   16,704     16,674  
  Other payables   59,416     56,051  
  Operating lease liability - current   3,257     2,343  
  Current portion of long-term borrowings   68,300     3,878  
  Income taxes payable   1,385     654  
    Total current liabilities before settlement obligations   200,214     95,688  
      Settlement obligations   26,882     22,358  
        Total current liabilities   227,096     118,046  
DEFERRED INCOME TAXES   36,260     38,128  
OPERATING LEASE LIABILITY - LONG TERM   4,819     5,087  
LONG-TERM BORROWINGS   80,357     139,308  
OTHER LONG-TERM LIABILITIES, including insurance policy liabilities   3,048     2,595  
TOTAL LIABILITIES   351,580     303,164  
REDEEMABLE COMMON STOCK   88,957     79,429  
                       
          EQUITY            
LESAKA EQUITY:            
COMMON STOCK            
  Authorized: 200,000,000 with $0.001 par value;            
  Issued and outstanding shares, net of treasury: December: 80,159,292; June: 64,272,243   101     83  
PREFERRED STOCK            
  Authorized shares: 50,000,000 with $0.001 par value;            
  Issued and outstanding shares, net of treasury:  December: -; June: -   -     -  
ADDITIONAL PAID-IN-CAPITAL   421,950     343,639  
TREASURY SHARES, AT COST: December: 28,297,365; June: 25,563,808   (302,319 )   (289,733 )
ACCUMULATED OTHER COMPREHENSIVE LOSS   (199,969 )   (188,355 )
RETAINED EARNINGS   273,547     310,223  
TOTAL LESAKA EQUITY   193,310     175,857  
NON-CONTROLLING INTEREST   6,727     -  
TOTAL EQUITY   200,037     175,857  
                       
TOTAL LIABILITIES, REDEEMABLE COMMON STOCK AND SHAREHOLDERS' EQUITY $ 640,574   $ 558,450  

(A) Derived from audited consolidated financial statements.


Lesaka Technologies, Inc.

Attachment C

Reconciliation of net loss used to calculate loss per share basic and diluted and headline loss per share basic and diluted:

Three months ended December 31, 2024 and 2024

       2024     2023  
               
Net loss (USD'000)   (32,134 )   (5,651 )
Adjustments:            
  Net loss on sale of equity-accounted investments   161     -  
  Profit on sale of property, plant and equipment   (14 )   (163 )
  Tax effects on above   4     44  
Net loss used to calculate headline loss (USD'000)   (31,983 )   (5,770 )
Weighted average number of shares used to calculate net loss per share basic loss and headline loss per share basic loss ('000)   79,753     63,805  
Weighted average number of shares used to calculate net loss per share diluted loss and headline loss per share diluted loss ('000)   79,753     63,805  
Headline loss per share:            
  Basic, in USD   (0.40 )   (0.09 )
  Diluted, in USD   (0.40 )   (0.09 )

Six months ended December 31, 2024 and 2024

       2024     2023  
               
Net loss (USD'000)   (36,676 )   (8,358 )
Adjustments:            
  Impairment of equity method investments   -     1,167  
  Net gain on sale of equity-accounted investment   161     -  
  Profit on sale of property, plant and equipment   (41 )   (199 )
  Tax effects on above   11     54  
Net loss used to calculate headline loss (USD'000)   (36,545 )   (7,336 )
Weighted average number of shares used to calculate net loss per share basic loss and headline loss per share basic loss ('000)   72,037     63,134  
Weighted average number of shares used to calculate net loss per share diluted loss and headline loss per share diluted loss ('000)   72,037     63,134  
Headline loss per share:            
  Basic, in USD   (0.51 )   (0.12 )
  Diluted, in USD   (0.51 )   (0.12 )

Calculation of the denominator for headline diluted loss per share

   

   

 

Three months ended

December 31,

 

Six months ended
December 31,

 

 

 

2024

 

2023

 

2024

 

2023

Basic weighted-average common shares outstanding and unvested restricted
shares expected to vest under GAAP

79,753

 

63,805

 

72,037

 

63,134

 

 

Denominator for headline diluted loss per share

79,753

 

63,805

 

72,037

 

63,134

Weighted average number of shares used to calculate headline diluted loss per share represents the denominator for basic weighted-average common shares outstanding and unvested restricted shares expected to vest plus the effect of dilutive securities under GAAP. We use this number of fully diluted shares outstanding to calculate headline diluted loss per share because we do not use the two-class method to calculate headline diluted loss per share.


v3.25.0.1
Document and Entity Information Document
Feb. 05, 2025
Document Information [Line Items]  
Document Type 8-K
Document Creation Date Feb. 05, 2025
Document Period End Date Feb. 05, 2025
Amendment Flag false
Entity Registrant Name Lesaka Technologies, Inc.
Entity Address, Address Line One President Place, 4th Floor, Cnr.
Entity Address, Address Line Two Jan Smuts Avenue and Bolton Road
Entity Address, City or Town Rosebank, Johannesburg
Entity Address, Country ZA
Entity Address, Postal Zip Code  
Entity Incorporation, State Country Name FL
City Area Code 11
Region code of country 27
Local Phone Number 343-2000
Entity File Number 000-31203
Entity Central Index Key 0001041514
Entity Emerging Growth Company false
Entity Tax Identification Number 98-0171860
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Shares
Trading Symbol LSAK
Security Exchange Name NASDAQ

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