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false 2024-09-11 0001041514 Lesaka Technologies, Inc. 0001041514 2024-09-11 2024-09-11

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): September 11, 2024

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 September 11, 2024, Lesaka Technologies, Inc., a Florida corporation (the "Company"), issued a press release setting forth its financial results for the fourth quarter and year ended June 30, 2024.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibits Description
99.1 Press Release, dated September 11, 2024, 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: September 11, 2024 By: /s/ Naeem E. Kola
  Name: Naeem E. Kola
  Title: Group Chief Financial Officer


EX-99.1 2 exhibit99-1.htm EXHIBIT 99.1 Lesaka Technologies, Inc.: Exhibit 99.1 - Filed by newsfilecorp.com

Exhibit 99.1

Lesaka achieves its profitability guidance for FY 2024 and provides significantly higher profitability guidance for FY 2025

JOHANNESBURG, September 11, 2024 - Lesaka Technologies, Inc. (Nasdaq: LSAK; JSE: LSK) today released results for the fourth quarter ("Q4 2024") and year ended June 30, 2024 ("FY 2024").

FY 2024 performance:

  • Revenue increased 11% in South African Rand ("ZAR")1 to $564.2 million (ZAR 10.6 billion).
  • Operating income increased to $3.6 million (ZAR 67.3 million), compared to an operating loss of $15.3 million (ZAR 275.3 million) in FY 2023.
  • Net loss improved 48% in ZAR to $17.4 million (ZAR 326.1 million), compared to a net loss of $35.1 million (ZAR 629.2 million) in FY 2023.
  • GAAP loss per share improved 49% in ZAR, to $0.27 (ZAR R5.07).
  • Guidance for Group Adjusted EBITDA (a non-GAAP measure) achieved, increasing 55% in ZAR to $36.9 million (ZAR 690.9 million).
  • Fundamental earnings per share (a non-GAAP measure) of $0.06 (ZAR 1.06), improved ZAR 3.72, compared to a fundamental loss per share of $0.15 (ZAR 2.66) in FY 2023.
  • Merchant Division revenue increased 12% in ZAR to $498.3 million (ZAR 9.3 billion) and Segment Adjusted EBITDA increased 4% in ZAR to $33.4 million (ZAR 624.1 million).
  • Consumer Division revenue increased 15% in ZAR to $69.2 million (ZAR 1.3 billion) and Segment Adjusted EBITDA increased 361% to $14.7 million (ZAR 274.2 million).
  • Net debt to Group Adjusted EBITDA2 ratio improved to 2.5 times compared to 4.5 times in FY 2023.

Q4 2024 performance:

  • Revenue increased 9% in ZAR to $146.0 million (ZAR 2.7 billion) compared to Q4 2023.
  • Operating income increased to $0.3 million (ZAR 5.6 million) compared to an operating loss of $6.6 million (ZAR 124.3 million) in Q4 2023.
  • Net loss improved 58% in ZAR to $5.0 million (ZAR 93.2 million).
  • GAAP loss per share improved 59% in ZAR to $0.08 (ZAR R1.44).
  • Fundamental earnings per share (a non-GAAP measure), positive for a third successive quarter, improved ZAR 1.18 to $0.02 (ZAR 0.42) compared to a fundamental loss per share of $0.04 (ZAR 0.76) in Q4 2023.

(1) Average exchange rates applicable for the year: ZAR 18.68 to $1 for FY 2024, ZAR 17.94 to $1 for FY 2023. The ZAR weakened 4.1% against the U.S. dollar during FY 2024 when compared to FY 2023.

Average exchange rates applicable for the quarter: ZAR 18.47 to $1 for Q4 2024, ZAR 18.88 to $1 for Q3 2024, ZAR 18.74 to $1 for Q4 2023. The ZAR strengthened 1.4% against the U.S. dollar during Q4 2024 when compared to Q4 2023 and 2.2% when compared to the prior sequential quarter (Q3 2024).

(2) Non-GAAP measure. Net Debt to EBITDA ratio is calculated as net debt at specific date divided by Annualized Group Adjusted EBITDA.

Lesaka Chairman Ali Mazanderani said: "We continue to materially improve the profitability of Lesaka achieving Group Adjusted EBITDA of ZAR 691 million in FY 2024, up from ZAR 445 million in FY 2023 and a significant positive transformation compared to a Group Adjusted EBITDA loss of ZAR 328 million in FY 2022. We have carried this momentum into FY 2025 and are providing a guidance range of ZAR 900 million to ZAR 1 billion.

We have established ourselves as the leading independent fintech in Southern Africa with significant room for increased growth and profitability over the coming years."

Chief Executive Officer Southern Africa Lincoln Mali added, "I am particularly pleased with the Consumer Division's performance. Our teams have worked hard to turn it into an important profit and cash flow contributor for the Group, demonstrated by the 94% growth in Segment Adjusted EBITDA this quarter. We are entering an exciting period of growth for Lesaka, integrating the Adumo and Touchsides acquisitions with our existing fintech solutions as we strive to empower Southern African consumers and merchants to fulfil their potential."

Outlook: First Quarter 2025 ("Q1 2025") and Full Fiscal Year 2025 ("FY 2025")

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


For Q1 2025, the quarter ending September 30, 2024 we expect:

  • Revenue between ZAR 2.5 billion and ZAR 2.7 billion.
  • Group Adjusted EBITDA between ZAR 160 million and ZAR 180 million

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

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

Our outlook provided:

  • Includes the impact of a portion of revenue recognized on a gross basis1 in FY 2024, that has converted to an agency relationship and will be recognized on a net basis in FY 2025. This has no material impact on profitability.
  • Includes the impact of the previously announced acquisition of Adumo, expected to close in October 2024 (quarter two of fiscal 2025).
  • Includes the impact of an interest expense charge2 on the consumer loan book that was not included in Group Adjusted EBITDA in FY 2024.
  • Excludes the impact of unannounced mergers and acquisitions that we may conclude.

The mid-point of the FY 2025 Group Adjusted EBITDA implies a growth rate of more than 30% on a like-for-like basis (excluding Adumo and the interest expense charge on the consumer book).

(1) FY 2024 revenue includes approximately ZAR 1.8 billion of revenue recognized on a gross basis for Easyload prepaid airtime vouchers sold. If we recognized this revenue on a gross basis in FY 2025 it would be ZAR 2.4 billion.

(2) We are currently engaging our funders to provide the Consumer Division with a specific debt facility to be utilized to fund our Consumer lending book. This will result in the inclusion of the related interest expense charges in Group Adjusted EBITDA.  Our FY 2025 Q1 and FY2025 Group Adjusted EBITDA guidance provided has been prepared on the basis that the facility is in place with effect from the commencement of Q1 FY 2025. It accordingly includes an interest expense charge related to the Consumer Division of approximately ZAR 15 million (FY 2025 Q1) and ZAR 105 million (FY 2025), compared to zero in FY 2024 Q1 and FY 2024, when the interest expense related to funding the Consumer Lending book was included in the Group's interest expense charge, which is not included in Group Adjusted EBITDA.

Management has provided its outlook regarding Group Adjusted EBITDA, which is a non-GAAP financial measure and excludes certain charges. Management has not reconciled this non-GAAP financial measure to the corresponding GAAP financial measure 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 FY 2024 and Q4 2024 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 September 12, 2024, at 8:00 a.m. Eastern Time which is 2:00 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/3zGC4fy

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: +1 669 444 9171 or +1 669 900 6833 or +1 689 278 1000
  • South Africa Toll-Free: +27 21 426 8191 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-K for the fiscal year ended June 30, 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, fundamental net (loss) income, fundamental (loss) earnings per share, and headline (loss) earnings per share are non-GAAP measures.

Non-GAAP Measures

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 represents 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.

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 earnings (loss) and earnings (loss) per share for fiscal 2024 also includes an impairment loss related to an equity-accounted investment, unrealized currency loss related to our non-core business which we are in the process of winding down and a reversal of allowance for doubtful loan receivable. Fundamental net loss and loss per share for fiscal 2023 also includes change in tax rate, a net gain on disposal of equity-accounted investments, impairment losses related to an equity-accounted investment and an adjustment for an unrealized currency loss related to our non-core business which we are in the process of winding down.

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 solutions including transactional accounts (banking), lending, insurance, 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, as filed with the SEC, as well as other documents we have filed or will file with the SEC. 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 Contact:

Phillipe Welthagen

Email: phillipe.welthagen@lesakatech.com

Mobile: +27 84 512 5393

FNK IR:

Rob Fink / Matt Chesler, CFA

Email: lsak@fnkir.com

Media Relations Contact:

Janine Bester Gertzen

Email: Janine@thenielsennetwork.com


Lesaka Technologies, Inc.

Attachment A

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

Three months and year ended June 30, 2024 and 2023

    Three months ended   Year ended  
    June 30,   Mar 31,   June 30,  
    2024   2023   2024   2024   2023  
Loss attributable to Lesaka - GAAP $ (5,035 ) $ (11,909 ) $ (4,047 ) $ (17,440 ) $ (35,074 )
Loss from equity accounted investments   (40 )   2,535     (43 )   1,279     5,117  
    Net loss before (earnings) loss from equity-accounted investments   (5,075 )   (9,374 )   (4,090 )   (16,161 )   (29,957 )
  Income tax (benefit) expense   1,482     (1,844 )   931     3,363     (2,309 )
  Loss before income tax expense   (3,593 )   (11,218 )   (3,159 )   (12,798 )   (32,266 )
  Reversal of allowance for doubtful EMI loans receivable   -     -     -     (250 )   -  
  Net (gain) loss on disposal of equity-accounted investment   -     12     -     -     205  
  Impairment loss   -     7,039     -     -     7,039  
  Unrealized (gain) loss FV for currency adjustments   (184 )   179     121     (83 )   222  
  Operating income (loss) after PPA amortization and net interest (non-GAAP)   (3,777 )   (3,988 )   (3,038 )   (13,131 )   (24,800 )
  PPA amortization (amortization of acquired intangible assets)    3,657     3,590     3,562     14,419     15,149  
  Operating income (loss) before PPA amortization after net interest (non-GAAP)   (120 )   (398 )   524     1,288     (9,651 )
  Interest expense   4,620     5,159     4,581     18,932     18,567  
  Interest income   (732 )   (584 )   (628 )   (2,294 )   (1,853 )
  Operating income (loss) before PPA amortization and net interest (non-GAAP)   3,768     4,177     4,477     17,926     7,063  
  Depreciation (excluding amortization of intangibles)   2,548     2,203     2,229     9,246     8,536  
  Stock-based compensation charges   2,258     1,354     2,090     7,911     7,309  
  Once-off items   1,684     64     907     1,853     1,922  
  Group Adjusted EBITDA - Non-GAAP $ 10,258   $ 7,798   $ 9,703   $ 36,936   $ 24,830  

    Three months ended   Year ended  
    June 30,   Mar 31,   June 30,  
    2024   2023   2024   2024   2023  
Once-off items comprises:                              
   Transaction costs $ 56   $ 58   $ 276   $ 512   $ 850  
  Transaction costs related to Adumo acquisition   1,628     -     631     2,293     -  
  (Income recognized) Expenses incurred related to closure of legacy businesses   -     244     -     (952 )   639  
  Non-recurring revenue not allocated to segments   -     (1,469 )   -     -     (1,469 )
  Employee misappropriation of company funds   -     1,152     -     -     1,202  
  Separation of employee expense   -     79     -     -     262  
  Indirect taxes provision   -     -     -     -     438  
    $ 1,684   $ 64   $ 907   $ 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 GAAP net loss and loss per share, basic, to fundamental net earnings (loss) and earnings (loss) per share, basic:

Three months ended June 30, 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   (5,035 )   (11,909 )   (0.08 )   (0.19 )   (93,201 )   (223,192 )   (1.44 )   (3.50 )
                                                 
Intangible asset amortization, net   2,670     2,621                 49,563     49,104              
Stock-based compensation charge   2,258     1,354                 39,482     25,376              
Transaction costs   1,684     52                 31,047     975              
Net loss on disposal of equity-accounted investments   -     12                 -     225              
Other   -     271                 -     5,079              
Deferred tax asset recognized   -     (2,021 )               -     (37,876 )            
Impairment loss   -     7,039                 -     131,921              
Fundamental   1,577     (2,581 )   0.02     (0.04 )   26,891     (48,388 )   0.42     (0.76 )

Year ended June 30, 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   (17,440 )   (35,074 )   (0.27 )   (0.56 )   (326,070 )   (629,227 )   (5.07 )   (9.89 )
                                                 
Stock-based compensation charge   7,911     7,309                 145,571     131,123              
Intangible asset amortization, net   10,543     10,981                 196,875     196,990              
Impairment of equity method investments   1,167     1,110                 22,084     19,913              
Change in tax rate   -     (1,299 )               -     (23,304 )            
Non core international - unrealized currency (gain) loss   (952 )   395                 (17,648 )   7,086              
Allowance for doubtful EMI loans receivable   (250 )   -                 (4,741 )   -              
Transaction costs   2,805     845                 52,186     15,159              
Net loss on disposal of equity-accounted investments   -     205                 -     3,678              
Other   -     1,081                 -     19,393              
Deferred tax asset recognized   -     (2,021 )               -     (36,257 )            
Impairment loss   -     7,039                 -     126,280              
Fundamental   3,784     (9,429 )   0.06     (0.15 )   68,257     (169,166 )   1.06     (2.66 )


Attachment B

Unaudited Condensed Consolidated Financial Statements

LESAKA TECHNOLOGIES, INC.

Unaudited Condensed Consolidated Statements of Operations


  Unaudited   Unaudited  
  Three months ended   Year ended  
  June 30,   June 30,  
  2024   2023   2024   2023  
  (In thousands)   (In thousands)  
                         
REVENUE $ 146,046   $ 133,149   $ 564,222   $ 527,971  
                         
EXPENSE                        
                         
Cost of goods sold, IT processing, servicing and support   113,063     102,893     442,673     417,544  
Selling, general and administration   24,855     24,055     92,001     95,050  
Depreciation and amortization   6,205     5,793     23,665     23,685  
Transaction costs related to Adumo acquisition   1,628     -     2,293     -  
                         
OPERATING INCOME (LOSS)   295     (6,631 )   3,590     (15,347 )
                         
REVERSAL OF ALLOWANCE FOR DOUBTFUL EMI LOAN RECEIVABLE   -     -     250     -  
                         
LOSS ON DISPOSAL OF EQUITY-ACCOUNTED INVESTMENT   -     12     -     205  
                         
INTEREST INCOME   732     584     2,294     1,853  
                         
INTEREST EXPENSE   4,620     5,159     18,932     18,567  
                         
LOSS BEFORE INCOME TAX EXPENSE (BENEFIT)   (3,593 )   (11,218 )   (12,798 )   (32,266 )
                         
INCOME TAX EXPENSE (BENEFIT)   1,482     (1,844 )   3,363     (2,309 )
                         
NET LOSS BEFORE EARNINGS (LOSS) FROM EQUITY-ACCOUNTED INVESTMENTS   (5,075 )   (9,374 )   (16,161 )   (29,957 )
                         
EARNINGS (LOSS) FROM EQUITY-ACCOUNTED INVESTMENTS   40     (2,535 )   (1,279 )   (5,117 )
                         
NET LOSS ATTRIBUTABLE TO LESAKA $ (5,035 ) $ (11,909 ) $ (17,440 ) $ (35,074 )
                         
Net loss per share, in United States dollars:                        
Basic loss attributable to Lesaka shareholders $ (0.08 ) $ (0.19 ) $ (0.27 ) $ (0.56 )
Diluted loss attributable to Lesaka shareholders $ (0.08 ) $ (0.19 ) $ (0.27 ) $ (0.56 )



LESAKA TECHNOLOGIES, INC.

Unaudited Condensed Consolidated Statements of Cash Flows


  Unaudited   Unaudited  
  Three months ended   Year ended  
  June 30,   June 30,  
  2024   2023   2024   2023  
  (In thousands)   (In thousands)  
                         
Cash flows from operating activities                        
Net loss $ (5,035 ) $ (11,909 ) $ (17,440 ) $ (35,074 )
Depreciation and amortization   6,205     5,793     23,665     23,685  
Impairment loss   -     7,039     -     7,039  
Movement in allowance for doubtful accounts receivable and finance loans receivable   1,626     2,328     5,158     6,495  
Movement in interest payable   (126 )   1,780     1,119     5,069  
Fair value adjustment related to financial liabilities   66     (143 )   (853 )   (20 )
Gain on disposal of equity-accounted investments   -     12     -     205  
(Gain) Loss from equity-accounted investments   (40 )   2,535     1,279     5,117  
Reversal of  allowance for doubtful loans receivable   -     -     (250 )   -  
Profit on disposal of property, plant and equipment   (17 )   (2 )   (305 )   (468 )
Facility fee amortized   62     221     443     864  
Stock-based compensation charge   2,258     1,354     7,911     7,309  
Dividends received from equity accounted investments   -     21     95     42  
Decrease (Increase) in accounts receivable and other receivables   (1,058 )   6,914     (10,873 )   (1,687 )
Increase in finance loans receivable   (2,932 )   (1,035 )   (10,029 )   (12,353 )
Decrease (Increase) in inventory   4,334     3,941     9,840     2,172  
Increase in accounts payable and other payables   1,575     (3,716 )   22,141     1,705  
Increase in taxes payable   (958 )   (2,278 )   (400 )   (800 )
Decrease in deferred taxes   (308 )   (3,098 )   (2,712 )   (8,890 )
Net cash provided by in operating activities   5,652     9,757     28,789     410  
                         
Cash flows from investing activities                        
Capital expenditures   (4,715 )   (2,946 )   (12,665 )   (16,156 )
Proceeds from disposal of property, plant and equipment   450     341     1,565     1,497  
Acquisition of intangible assets   (58 )   (174 )   (294 )   (419 )
Acquisitions, net of cash acquired   (1,583 )   -     (1,583 )   -  
Proceeds from disposal of equity-accounted investment   -     11     3,508     656  
Repayment of loans by equity-accounted investments   -     -     250     112  
Loan to equity-accounted investment   -     -     -     (112 )
Net change in settlement assets   7,172     (1,064 )   (7,196 )   (2,036 )
Net cash provided by (used in) investing activities   1,266     (3,832 )   (16,415 )   (16,458 )
                         
Cash flows from financing activities                        
Proceeds from bank overdraft   29,511     78,577     182,990     520,065  
Repayment of bank overdraft   (27,421 )   (98,983 )   (199,642 )   (547,271 )
Long-term borrowings utilized   9,302     1,345     23,728     24,355  
Repayment of long-term borrowings   (7,022 )   (12,220 )   (20,073 )   (17,512 )
Acquisition of treasury stock   (1,288 )   (816 )   (1,495 )   (1,287 )
Proceeds from issue of shares   94     34     165     481  
Guarantee fee   -     -     -     (100 )
Net change in settlement obligations   (6,148 )   1,341     7,214     2,148  
Net cash used in financing activities   (2,972 )   (30,722 )   (7,113 )   (19,121 )
                         
Effect of exchange rate changes on cash   2,366     (3,843 )   2,025     (10,999 )
Net increase (decrease)  in cash, cash equivalents and restricted cash   6,312     (28,640 )   7,286     (46,168 )
Cash, cash equivalents and restricted cash - beginning of period   59,606     87,272     58,632     104,800  
Cash, cash equivalents and restricted cash - end of period $ 65,918   $ 58,632   $ 65,918   $ 58,632  



LESAKA TECHNOLOGIES, INC.

Unaudited Condensed Consolidated Balance Sheets


  (A)   (A)  
  June 30,   June 30,  
  2024   2023  
  (In thousands, except share data)  
ASSETS            
CURRENT ASSETS            
Cash and cash equivalents $ 59,065   $ 35,499  
Restricted cash   6,853     23,133  
Accounts receivable, net of allowance of - June: $1241; June: $509 and other receivables   36,667     25,665  
Finance loans receivable, net of allowance of - June: $4,644; June: $3,582   44,058     36,744  
Inventory   18,226     27,337  
Total current assets before settlement assets   164,869     148,378  
Settlement assets   22,827     15,258  
Total current assets   187,696     163,636  
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of - June: $49,762; June: $36,563   31,936     27,447  
OPERATING LEASE RIGHT-OF-USE   7,280     4,731  
EQUITY-ACCOUNTED INVESTMENTS   206     3,171  
GOODWILL   138,551     133,743  
INTANGIBLE ASSETS, net of accumulated amortization of - June: $46,200; June: $30,173   111,353     121,597  
DEFERRED INCOME TAXES   3,446     10,315  
OTHER LONG-TERM ASSETS, including equity securities   77,982     77,594  
TOTAL ASSETS   558,450     542,234  
             
LIABILITIES            
CURRENT LIABILITIES            
Short-term credit facilities for ATM funding   6,737     23,021  
Short-term credit facilities   9,351     9,025  
Accounts payable   16,674     12,380  
Other payables   56,051     36,297  
Operating lease liability - current   2,343     1,747  
Current portion of long-term borrowings   3,878     3,663  
Income taxes payable   654     1,005  
Total current liabilities before settlement obligations   95,688     87,138  
Settlement obligations   22,358     14,774  
Total current liabilities   118,046     101,912  
DEFERRED INCOME TAXES   38,128     46,840  
OPERATING LEASE LIABILITY - LONG TERM   5,087     3,138  
LONG-TERM BORROWINGS   139,308     129,455  
OTHER LONG-TERM LIABILITIES, including insurance policy liabilities   2,595     1,982  
TOTAL LIABILITIES   303,164     283,327  
REDEEMABLE COMMON STOCK   79,429     79,429  
             
EQUITY            
LESAKA EQUITY:            
COMMON STOCK            
Authorized: 200,000,000 with $0.001 par value;            
Issued and outstanding shares, net of treasury: June: 64,272,243; June: 63,640,246   83     83  
PREFERRED STOCK            
Authorized shares: 50,000,000 with $0.001 par value;            
Issued and outstanding shares, net of treasury:  June: -; June: -   -     -  
ADDITIONAL PAID-IN-CAPITAL   343,639     335,696  
TREASURY SHARES, AT COST: June: 25,563,808; June: 25,244,286   (289,733 )   (288,238 )
ACCUMULATED OTHER COMPREHENSIVE LOSS   (188,355 )   (195,726 )
RETAINED EARNINGS   310,223     327,663  
TOTAL LESAKA EQUITY   175,857     179,478  
NON-CONTROLLING INTEREST   -     -  
TOTAL EQUITY   175,857     179,478  
             
TOTAL LIABILITIES, REDEEMABLE COMMON STOCK AND SHAREHOLDERS' EQUITY $ 558,450   $ 542,234  

(A) Derived from audited consolidated financial statements.


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 June 30, 2024 and 2024

    2024     2023  
             
Net loss (USD'000)   (5,035 )   (11,909 )
Adjustments:            
Net loss on sale of equity-accounted investments   -     12  
Impairment loss   -     7,039  
Profit on sale of property, plant and equipment   (17 )   (2 )
Tax effects on above   5     1  
             
Net loss used to calculate headline loss (USD'000)   (5,047 )   (4,859 )
             
Weighted average number of shares used to calculate net loss per share basic loss and headline loss per share basic loss ('000)   64,527     63,805  
             
Weighted average number of shares used to calculate net loss per share diluted loss and headline loss per share diluted loss ('000)   64,527     63,805  
             
Headline loss per share:            
Basic, in USD   (0.08 )   (0.08 )
Diluted, in USD   (0.08 )   (0.08 )

Year ended June 30, 2024 and 2023

    2024     2023  
             
Net loss (USD'000)   (17,440 )   (35,074 )
Adjustments:            
Impairment of equity method investments   1,167     1,110  
Net gain on sale of equity-accounted investment   -     205  
Impairment loss   -     7,039  
Profit on sale of property, plant and equipment   (305 )   (468 )
Tax effects on above   82     126  
             
Net loss used to calculate headline loss (USD'000)   (16,496 )   (27,062 )
             
Weighted average number of shares used to calculate net loss per share basic loss and headline loss per share basic loss ('000)   64,179     63,134  
             
Weighted average number of shares used to calculate net loss per share diluted loss and headline loss per share diluted loss ('000)   64,179     63,134  
             
Headline loss per share:            
Basic, in USD   (0.26 )   (0.43 )
Diluted, in USD   (0.26 )   (0.43 )

Calculation of the denominator for headline diluted loss per share

  Three months ended
June 30,
  Year ended June 30,
  2024   2023   2024   2023
               
Basic weighted-average common shares outstanding and unvested restricted shares expected to vest under GAAP 64,527   63,805   64,179   63,134
Denominator for headline diluted loss per share 64,527   63,805   64,179   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.