Press Release: Lesaka's Fy2026 Results: Lesaka Delivers Fy2026 Guidance Across All Metrics, Exceeds Adjusted EPS Range and Achieves GAAP Profitability

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JOHANNESBURG, South Africa, Sept. 09, 2026 (GLOBE NEWSWIRE) -- Lesaka Technologies, Inc. (Nasdaq: LSAK; JSE: LSK) today released results for the fourth quarter ("Q4 2026") and full year of fiscal 2026 ("FY2026").

FY2026 performance(1) :

All growth rates are year-on-year between FY2026 and fiscal year 2025 ("FY2025").

 
                   USD (In thousands, 
                    except per share      ZAR (In thousands, 
Group Level              data)          except per share data) 
 
                   FY26       FY25         FY26        FY25       YoY% 
                  -------  -----------  ----------  -----------  ------- 
Revenue           721,554  659,701      12,180,962  11,980,399   1.7% 
Net Revenue((2)   374,873  291,241       6,325,012   5,291,353    20% 
Operating Income 
 (Loss)((3)        12,681  (27,966)        208,496    (496,573)       nm 
Net Income 
 (Loss) 
 attributable to 
 Lesaka((3)         2,758  (90,957)         39,838  (1,645,521)       nm 
Group Adjusted 
 EBITDA(2)(3)      75,742   49,822       1,274,588     906,573    41% 
Basic Earnings 
 (Loss) per 
 Share((3)           0.03    (1.19)           0.51      (20.12)       nm 
Adjusted 
 Earnings(2)(3)    32,232    9,124         539,279     163,752   229% 
Adjusted 
 Earnings per 
 Share(2)(3)         0.39     0.12            6.51        2.10   210% 
----------------  -------  -------      ----------  ----------   --- 
 
                          USD                     ZAR 
Segment Level        (In thousands)          (In thousands) 
                     FY26     FY25            FY26     FY25       YoY% 
                  -------  -----------  ----------  -----------  ------- 
Merchant 
Revenue           509,335  526,600       8,609,898   9,562,360   (10%) 
Net Revenue((2)   183,233  164,846       3,096,246   2,995,106     3% 
Segment Adjusted 
 EBITDA((3)        35,533   35,329         601,573     641,509    (6%) 
Consumer 
Revenue           142,631   96,008       2,401,720   1,744,429    38% 
Segment Adjusted 
 EBITDA            46,193   23,949         775,027     435,193    78% 
Enterprise 
Revenue            74,730   42,554       1,255,617     773,057    62% 
Net Revenue((2)    54,151   35,848         913,319     651,265    40% 
Segment Adjusted 
 EBITDA             8,119    1,287         136,164      23,724   474% 
----------------  -------  -------      ----------  ----------   --- 
 
 

(1) Average exchange rates for FY2026 and for FY2025 were ZAR 16.91 to $1 and ZAR 17.90 to $1, respectively.

(2) Non-GAAP measure. Refer to Attachment A of press release for full reconciliation of non-GAAP measures.

(3) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026. Also refer to Immaterial revision of prior period information section below.

Q4 2026 performance(1) :

All growth rates are calculated on a year-on-year basis between Q4 2026 and the fourth quarter of FY2025 ("Q4 2025").

 
                   USD (In thousands, 
                    except per share        ZAR (In thousands, 
Group Level               data)           except per share data) 
 
                  Q4 FY26    Q4 FY25      Q4 FY26      Q4 FY25      YoY% 
                  -------  ------------  ---------  -------------  ------- 
Revenue           188,321   168,467      3,104,689  3,080,538      0.8% 
Net Revenue((2)    98,496    82,005      1,623,810  1,498,721        8% 
Operating 
 Income((3)         6,309   (28,610)       104,071   (509,603)          nm 
Net Income 
 (Loss) 
 attributable to 
 Lesaka(3)          3,219   (31,298)        52,895   (559,721)          nm 
Group Adjusted 
 EBITDA(2)(3)      22,258    16,509        366,855    301,768       22% 
Basic Earnings 
 (Loss) per 
 Share((3)           0.04     (0.39)          0.66      (6.97)          nm 
Adjusted 
 Earnings(2)(3)    12,072     4,057        198,709     74,695      166% 
Adjusted 
 Earnings per 
 Share(2)(3)         0.15      0.05           2.40       0.90      166% 
----------------  -------  --------      ---------  ---------      --- 
 
                           USD                     ZAR 
Segment Level         (In thousands)          (In thousands) 
                  Q4 FY26    Q4 FY25       Q4 FY26     Q4 FY25      YoY% 
                  -------  ------------  ---------  -------------  ------- 
Merchant 
Revenue           123,388   128,958      2,034,628  2,358,795      (14%) 
Net Revenue((2)    44,199    44,396        728,804    811,626      (10%) 
Segment Adjusted 
 EBITDA((3)         7,421    10,010        122,404    182,890      (33%) 
Consumer 
Revenue            40,614    27,911        669,465    509,834       31% 
Segment Adjusted 
 EBITDA            15,375     8,878        253,338    161,880       56% 
Enterprise 
Revenue            26,103    12,295        430,005    224,649       91% 
Net Revenue((2)    15,467    10,395        254,950    190,001       34% 
Segment Adjusted 
 EBITDA             3,302       823         54,394     15,309      255% 
----------------  -------  --------      ---------  ---------      --- 
 
 

(1) Average exchange rates for Q4 2026 and for Q4 2025 were ZAR 16.49 to $1 and ZAR 17.87 to $1, respectively.

(2) Non-GAAP measure. Refer to Attachment A of press release for full reconciliation of non-GAAP measures.

(3) Revised Q4 FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026. Also refer to Immaterial revision of prior period information section below.

Commenting on the results, Lesaka Executive Chairman Ali Mazanderani said, "I am delighted that Lesaka delivered on all of its FY2026 guidance metrics, exceeded the top end of our Adjusted EPS guidance range and achieved full-year GAAP profitability for the first time since Lesaka was effectively created in 2022. FY2026 was a milestone year for Lesaka, and we enter FY2027 with real momentum and a platform built for strong, sustainable growth. Looking ahead, I am pleased to share our medium-term ambitions, which includes Adjusted EPS CAGR in excess of 40% over the next three years."

Outlook: First Quarter 2027 ("Q1 2027") and Full Fiscal Year 2027 ("FY 2027") guidance

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

For FY2027, the year ending June 30, 2027, we expect:

   -- Net Revenue between ZAR 7.0 billion and ZAR 7.7 billion 
 
   -- Group Adjusted EBITDA between ZAR 1.45 billion and ZAR 1.60 billion 
 
   -- Adjusted earnings per share between ZAR 7.50 and ZAR 8.50 

For Q1 FY2027, the quarter ending September 30, 2026, we expect:

   -- Net Revenue between ZAR 1.58 billion and ZAR 1.66 billion 
 
   -- Group Adjusted EBITDA between ZAR 200 million and ZAR 240 million 
 
   -- Adjusted earnings per share between ZAR 0.40 and ZAR 0.60 

Q1 FY2027 guidance reflects both seasonality and expected once-off restructuring costs in the merchant business. FY2027 guidance includes the impact of the pending Bank Zero acquisition (subject to regulatory approval by the Financial Surveillance Department of the South African Reserve Bank and other customary closing conditions) and excludes any unannounced mergers and acquisitions that we may conclude.

We have provided outlook regarding Net Revenue, Group Adjusted EBITDA and Adjusted earnings per share, which are non-GAAP financial measures and exclude certain revenue and charges. We have not reconciled these non-GAAP financial measures to the corresponding GAAP financial measures because guidance for the various reconciling items is not provided. We are unable to provide guidance for these reconciling items because we cannot determine their probable significance, as certain items are outside of the control of Lesaka and cannot be reasonably predicted since these items could vary significantly from period to period. Accordingly, reconciliations to the corresponding GAAP financial measures are not available without unreasonable effort.

Earnings Presentation for Q4 FY2026 Results

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

Webcast Registration

Link to access the results webcast: https://www.corpcam.com/Lesaka10092026

Participants using the webcast will be able to submit questions during the live Question and Answer session. Link to conference call dial-in registration via Chorus Call:

https://services.choruscall.it/DiamondPassRegistration/register?confirmationNumber=7689509&linkSecurityString=174b56677f

Dial in details and individual pin to be provided on registration. Participants using the conference call dial-in will be able to ask their questions during the live Question and Answer session.

Following the presentation, an archived version of the webcast will be provided on Lesaka's Investor Relations website.

Immaterial revision of prior period information

While preparing our Annual Report on Form 10-K for the year ended June 30, 2026, we determined that certain intercompany transactions processed in previous periods were incorrectly recorded, and which resulted in the incorrect amount of deferred income taxes recorded in our consolidated balance sheet, consolidated statements of operations, consolidated statement of comprehensive loss, consolidated statement of changes in equity, consolidated statement of cash flows and related notes to the consolidated financial statements included in our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q since June 30, 2025, and these filings were incorrect.

We also determined that the presentation of the number of shares and amounts used for common stock and treasury shares and the amount of additional paid-in capital in our consolidated balance sheets and consolidated statement of changes in equity and related notes to the consolidated financial statements included in previously filed Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q since June 30, 2006, were incorrect. In these previous filings, shares of our common stock repurchased by us were incorrectly presented as treasury shares. Under the Florida Business Corporation Act, shares acquired directly by the issuing corporation are restored by operation of Florida law to the status of authorized but unissued shares. However, shares repurchased by a company are presented as treasury shares if (i) there is a provision in a corporation's articles of incorporation designating the repurchase of a corporation's shares as treasury shares, or (ii) in the case of a corporation whose shares are registered on a national securities exchange, the repurchased shares that have been designated as treasury shares in the corporation's bylaws or in resolutions of its board of directors. Shares repurchased by us were not designated as treasury shares under (i) or (ii) as described in the preceding sentence.

We assessed the materiality of these errors and changes in presentation on prior period consolidated financial statements in accordance with SEC Staff Accounting Bulletin ("SAB") No. 99"Materiality" and SAB No. 108, "Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in the Current Year Financial Statements". Based on this assessment, we concluded that previously issued financial statements were not materially misstated based upon overall considerations of both quantitative and qualitative factors.

For additional information refer to Note 1 to our Form 10-K for the year ended June 30, 2026, as filed with the SEC.

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, Net Revenue, Adjusted Earnings, Adjusted 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 income (loss) before interest, taxes, depreciation and amortization, adjusted for non-operational transactions (including loss on impairment/disposal of equity-accounted investments), impairment loss, earnings (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.

Net Revenue

Net revenue is a non-GAAP financial measure. Revenue is the financial measure calculated in accordance with GAAP that is most directly comparable to 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 is 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 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.

Adjusted earnings and Adjusted earnings per share

Adjusted earnings and Adjusted earnings per share is GAAP net income (loss) and income (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.

Adjusted earnings and Adjusted earnings per share for fiscal 2026 also includes adjustments related to the loss on impairment of equity-accounted investments, impairment loss, ATM exit expenses and impairments, reversal of allowance for doubtful loans receivable, Lesaka rebrand refresh expenses (net of tax), income recognized related to closure of legacy businesses (net of tax), changes in the fair value of equity securities (net of deferred tax), loss on disposal of equity securities, other income and intangible asset amortization, net related to non-controlling interests.

Adjusted earnings and Adjusted earnings per share for fiscal 2025 also includes adjustments related to changes in the fair value of equity securities (net of deferred tax), impairment loss related to goodwill and intangible assets, an adjustment for deferred tax adjustments to the valuation allowance for a subsidiary which released its valuation allowance related to net operating losses in full during Q4 2025, loss on disposal of equity-accounted investments and intangible asset amortization, net related to non-controlling interests.

Management believes that the Group Adjusted EBITDA, Adjusted earnings and Adjusted earnings 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 income (loss) attributable to Lesaka and these non-GAAP measures and the reconciliation between the basic weighted-average common shares outstanding and unvested restricted shares expected to vest under GAAP and the denominator used for Adjusted earnings per share.

Headline earnings (loss) per share ("HEPS")

The inclusion of HEPS in this press release is a requirement of our listing on the JSE. HEPS basic and diluted is calculated using net income (loss) 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.

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

About Lesaka Technologies, Inc. (www.lesaka.tech)

Lesaka operates a South African fintech company driven by a purpose to provide financial services, software and other business services to Southern Africa's underserviced consumers and merchants. We offer an integrated and holistic multiproduct platform that provides transactional accounts, lending, insurance, merchant acquiring, cash management, software and Alternative Digital Products ("ADP"). We provide targeted solutions and integrations to facilitate payments between consumers, merchants, and enterprises. 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 (NASDAQ:LSAK) and a secondary listing on the Johannesburg Stock Exchange (JSE: LSK). Visit www.lesaka.tech for additional information about 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, 2026, 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.

Information included in press release

All information is unaudited unless otherwise noted or accompanied by an audit opinion and is subject to the more comprehensive information contained in our SEC reports and filings. All information speaks as of the last fiscal quarter or year for which we have filed a Form 10-K or Form 10-Q, or for historical information the date or period expressly indicated in or with such information.

Investor Relations and Media Relations Contacts:

Idris Dungarwalla

Email: idris.dungarwalla@lesakatech.com

Media Relations Contact:

Ian Harrison

Email: Ian@thenielsennetwork.com

Lesaka Technologies, Inc.

Attachment A

Reconciliation of GAAP income (loss) attributable to Lesaka to Group Adjusted EBITDA:

Three months and year ended June 30, 2026 and 2025, and three months ended March 31, 2026

 
                                     Three months ended              Year ended 
                                     June 30,        Mar 31,          June 30, 
                                -------------------  --------  ---------------------- 
                                  2026      2025       2026      2026        2025 
                                --------  ---------  --------  --------  ------------ 
Income (Loss) attributable to 
 Lesaka - GAAP(A)               $ 3,219   $(31,298)  $   552   $ 2,758   $ (90,957) 
Add net loss attributable to 
 non-controlling interest             -        178       115       246         130 
  Net income (loss)               3,219    (31,476)      437     2,512     (91,087) 
  Earnings from equity 
   accounted investments            (49)       (25)      (56)     (215)       (114) 
   Net income (loss) before 
    earnings from 
    equity-accounted 
    investments                   3,170    (31,501)      381     2,297     (91,201) 
   Income tax (expense) 
    benefit(A)                     (598)    (6,714)    1,503     1,429     (15,982) 
    Income (Loss) before 
     income tax expense           2,572    (38,215)    1,884     3,726    (107,183) 
    Loss on disposal of equity 
     securities                       -          -         -       730           - 
    Other income                      -          -         -    (3,883)          - 
    Change in fair value of 
     equity securities                -      5,676       378    (2,593)     59,828 
    Net loss on impairment/ 
     disposal of 
     equity-accounted 
     investment                       -          -         -       584         161 
    Reversal of allowance for 
     doubtful loans 
     receivable                       -          -    (1,500)   (1,500)          - 
    Impairment loss(1)            1,431     18,863     1,916     3,347      18,863 
    Unrealized (gain) loss FV 
     for currency adjustments       (37)       (79)      181       (53)         23 
     Operating income (loss) 
      after PPA amortization 
      and net interest 
      (non-GAAP)                  3,966    (13,755)    2,859       358     (28,308) 
     PPA amortization 
      (amortization of 
      acquired intangible 
      assets)                     5,782      7,796     6,044    30,441      21,384 
      Operating income (loss) 
       before PPA amortization 
       after net interest 
       (non-GAAP)                 9,748     (5,959)    8,903    30,799      (6,924) 
      Interest expense(A)         4,425      4,573     4,477    18,506      21,824 
      Interest income              (688)      (644)   (1,154)   (2,889)     (2,596) 
      Operating income (loss) 
       before PPA amortization 
       and net interest 
       (non-GAAP)                13,485     (2,030)   12,226    46,416      12,304 
      Depreciation and 
       amortization (excluding 
       amortization of 
       intangibles)               4,559      2,997     4,499    16,905      12,337 
      Interest adjustment             -        283         -         -      (2,195) 
      Stock-based compensation 
       charges                    1,829      2,032     1,334     6,969       9,550 
      Once-off items (refer 
       below)                     2,385     13,227     2,553     5,452      17,826 
       Group Adjusted EBITDA - 
        Non-GAAP(A)             $22,258   $ 16,509   $20,612   $75,742   $  49,822 
                                 ======    =======    ======    ======    ======== 
 
 

(A) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026.

(1) Impairments excludes an amount of $0.7 million which is included in the caption exit of ATM business in the table below.

 
                  Three months ended         Year ended 
                  June 30,      Mar 31,       June 30, 
               ---------------  -------  ------------------- 
                2026    2025     2026     2026       2025 
               ------  -------  -------  -------  ---------- 
Once-off 
items 
comprises: 
Lesaka brand 
 refresh       $2,017        -  $  984   $3,001   $     - 
Exit of ATM 
 business           -        -   1,599    1,599         - 
Transaction 
 costs            264  $   173     466    1,103     1,794 
Transaction 
 costs 
 related to 
 Adumo, 
 Utilities 
 and Bank 
 Zero 
 acquisitions     104   12,985     144      389    16,159 
Income 
 recognized 
 related to 
 closure of 
 legacy 
 businesses         -        -    (579)    (579)        - 
Indirect 
 taxes 
 provision 
 release            -       69     (61)     (61)     (127) 
Total 
 once-off 
 items         $2,385  $13,227  $2,553   $5,452   $17,826 
                =====   ======   =====    =====    ====== 
 

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.

Rebrand relates to costs incurred related to Lesaka's new brand launched in November 2025, we expect that it will take the remainder of the 2026 calendar year to roll out the refreshed brand throughout the organization. These are non-recurring costs incurred as a necessary step in a set of strategic initiatives designed to create a "One Lesaka" identity for our customers and our employees.

Exit of ATM business includes expenses incurred to exit our ATM business and the impairment of ATMs recorded in property, plant and equipment.

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 subsidiary and (ii) costs incurred related to subsidiaries which we are in the process of deregistering/ liquidating and therefore we consider these costs non-operational and ad hoc in nature.

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.

Reconciliation of Revenue under GAAP to Net Revenue:

Three months and year ended June 30, 2026 and 2025, and three months ended March 31, 2026

 
                                   Three months ended                      Year ended 
                                 June 30,             Mar 31,               June 30, 
                        --------------------------  ------------  ---------------------------- 
                            2026          2025          2026          2026           2025 
                        ------------  ------------  ------------  -------------  ------------- 
Revenue -- GAAP         $188,321      $168,467      $183,051      $ 721,554      $ 659,701 
  Cost of prepaid 
   airtime vouchers 
   sold by us & 
   commissions paid to 
   third parties 
   selling all other 
   agency-based 
   products              (89,825)      (86,462)      (86,683)      (346,681)      (368,460) 
    Net Revenue 
     (non-GAAP)         $ 98,496      $ 82,005      $ 96,368      $ 374,873      $ 291,241 
                         =======       =======       =======       ========       ======== 
      Net Revenue / 
       Revenue -- 
       GAAP                   52%           49%           53%            52%            44% 
 
Merchant segment 
 revenue (before 
 eliminations) -- 
 GAAP                   $123,388      $128,958      $127,078      $ 509,335      $ 526,600 
  Cost of prepaid 
   airtime vouchers 
   sold by us & 
   commissions paid to 
   third parties 
   selling all other 
   agency-based 
   products              (79,189)      (84,562)      (81,152)      (326,102)      (361,754) 
    Merchant Net 
     Revenue 
     (non-GAAP)         $ 44,199      $ 44,396      $ 45,926      $ 183,233      $ 164,846 
                         =======       =======       =======       ========       ======== 
 
Enterprise segment 
 revenue (before 
 eliminations) -- 
 GAAP                   $ 26,103      $ 12,295      $ 18,978      $  74,730      $  42,554 
  Cost of prepaid 
   airtime vouchers 
   sold by us & 
   commissions paid to 
   third parties 
   selling all other 
   agency-based 
   products              (10,636)       (1,900)       (5,531)       (20,579)        (6,706) 
    Enterprise Net 
     Revenue 
     (non-GAAP)         $ 15,467      $ 10,395      $ 13,447      $  54,151      $  35,848 
                         =======       =======       =======       ========       ======== 
 

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

Three months ended June 30, 2026 and 2025

 
                   Net income 
                  (loss) (USD       E(L)PS,     Net income (loss)   E(L)PS, basic 
                     '000)        basic (USD)       (ZAR '000)           (ZAR) 
                 2026     2025    2026   2025    2026      2025     2026    2025 
                ------  --------  ----  ------  -------  ---------  ----  -------- 
GAAP(A)          3,219  (31,298)  0.04  (0.39)   52,895  (559,721)  0.66  (6.97) 
 
Intangible 
 asset 
 amortization, 
 net             4,221    5,691                  69,597   103,359 
Stock-based 
 compensation 
 charge          1,829    2,032                  30,103    37,157 
Lesaka rebrand 
 refresh, net 
 of tax          1,390        -                  22,923         - 
Impairment 
 loss            1,045   18,371                  17,140   326,195 
Transaction 
 costs             368   13,158                   6,051   237,741 
Release of 
 valuation 
 allowance 
 related to 
 deferred tax 
 asset in 
 Lesaka 
 Financial 
 Services(A)         -   (9,525)                      -  (170,555) 
Change in fair 
 value of 
 equity 
 securities, 
 net                 -    5,676                       -   101,377 
Amortization 
 of intangible 
 assets, net 
 of tax - 
 equity 
 accounted 
 investments         -     (117)                      -    (2,091) 
Other                -       69                       -     1,233 
Adjusted(A)     12,072    4,057   0.15   0.05   198,709    74,695   2.40   0.90 
                ======  =======                 =======  ======== 
 
 

(A) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026.

Year ended June 30, 2026 and 2025

 
                       Net income (loss)      E(L)PS,       Net income (loss)     E(L)PS, basic 
                           (USD '000)       basic (USD)         (ZAR '000)            (ZAR) 
                      --------------------  ------------  ---------------------  --------------- 
                         2026       2025    2026   2025     2026       2025      2026    2025 
                      ----------  --------  ----  ------  --------  -----------  ----  --------- 
GAAP(A)                2,758      (90,957)  0.03  (1.19)   39,838   (1,645,521)  0.51  (20.12) 
 
Intangible asset 
 amortization, net    22,222       15,610                 377,750      279,522 
Stock-based 
 compensation 
 charge                6,969        9,550                 117,922      173,470 
Other                 (3,883)        (127)                (65,353)      (2,275) 
Change in fair value 
 of equity 
 securities, net      (2,593)      49,294                 (43,957)     897,634 
Impairment loss(1)     2,961       18,371                  49,242      326,195 
Lesaka rebrand 
 refresh, net of 
 tax                   2,108            -                  34,808            - 
ATM exit expenses 
 and impairments       1,599            -                  26,792            - 
Transaction costs      1,492       17,953                  25,245      324,175 
Reversal of 
 allowance for 
 doubtful loans 
 receivable           (1,500)           -                 (25,132)           - 
Income recognized 
 related to closure 
 of legacy 
 businesses, net        (848)           -                 (14,208)           - 
Loss on disposal of 
 equity securities       730            -                  12,286            - 
Net loss on 
 impairment/disposal 
 of equity-accounted 
 investment              584          161                  10,342        2,886 
Intangible asset 
 amortization, net 
 related to 
 non-controlling 
 interest               (367)        (282)                 (6,296)      (5,097) 
Release of valuation 
 allowance related 
 to deferred tax 
 asset in Lesaka 
 Financial 
 Services(A)               -      (10,449)                      -     (187,237) 
Adjusted(A)           32,232        9,124   0.39   0.12   539,279      163,752   6.51    2.10 
                      ======      =======                 =======   ========== 
 
 

(A) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026.

(1) Impairments excludes an amount of $0.7 million which is included in the caption ATM exit expenses and impairments.

Calculation of the denominator for Adjusted earnings per share

 
                                     Three months ended     Year ended 
                                          June 30,           June 30, 
                                    --------------------  -------------- 
                                      2026       2025      2026    2025 
                                    ---------  ---------  ------  ------ 
                                           ('000)             ('000) 
Basic weighted-average common 
 shares outstanding and unvested 
 restricted shares expected to 
 vest under GAAP                       82,076     81,186  82,088  76,466 
  In the money stock options              702        643     702     643 
  Acquisition related shares                -        915       -     915 
                                    ---------  ---------  ------  ------ 
    Weighted average number of 
     shares used to calculate 
     Adjusted earnings per share       82,778     82,744  82,790  78,024 
                                    =========  =========  ======  ====== 
 
 

Weighted average number of shares used to calculate Adjusted earnings per share represents basic weighted-average common shares outstanding and unvested restricted shares expected to vest plus the effect of stock options that are in the money at the reporting date and shares to be issued related to acquisitions.

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, 
                       -------------------  ---------------------- 
                         2026      2025       2026        2025 
                       --------  ---------  --------  ------------ 
                         (In thousands)         (In thousands) 
 
REVENUE               $188,321   $168,467   $721,554  $ 659,701 
 
EXPENSE 
 
  Cost of goods 
   sold, IT 
   processing, 
   servicing and 
   support (A)         125,596    120,082    490,834    487,186 
  Selling, general 
   and 
   administration 
   (A)                  41,055     32,042    153,473    123,727 
  Allowance for 
   credit losses         3,485      2,312     12,796      8,011 
  Depreciation and 
   amortization         10,341     10,793     47,346     33,721 
  Impairment loss        1,431     18,863      4,035     18,863 
  Transaction costs 
   related to Adumo, 
   Utilities and 
   Bank Zero 
   acquisitions            104     12,985        389     16,159 
 
OPERATING INCOME 
 (LOSS)                  6,309    (28,610)    12,681    (27,966) 
CHANGE IN FAIR VALUE 
 OF EQUITY 
 SECURITIES                  -     (5,676)     2,593    (59,828) 
OTHER INCOME                 -          -      3,883          - 
 
LOSS ON 
 IMPAIRMENT/DISPOSAL 
 OF EQUITY-ACCOUNTED 
 INVESTMENT                  -          -        584        161 
 
LOSS ON DISPOSAL OF 
 EQUITY SECURITIES           -          -        730          - 
 
REVERSAL OF 
 ALLOWANCE FOR 
 DOUBTFUL LOAN 
 RECEIVABLE                  -          -      1,500          - 
 
INTEREST INCOME            688        644      2,889      2,596 
 
INTEREST EXPENSE (A)     4,425      4,573     18,506     21,824 
 
 
INCOME (LOSS) BEFORE 
 INCOME TAX 
 (BENEFIT) EXPENSE       2,572    (38,215)     3,726   (107,183) 
 
INCOME TAX (BENEFIT) 
 EXPENSE (A)              (598)    (6,714)     1,429    (15,982) 
 
NET PROFIT (LOSS) 
 BEFORE EARNINGS 
 FROM 
 EQUITY-ACCOUNTED 
 INVESTMENTS             3,170    (31,501)     2,297    (91,201) 
 
EARNINGS FROM 
 EQUITY-ACCOUNTED 
 INVESTMENTS                49         25        215        114 
 
NET INCOME (LOSS)        3,219    (31,476)     2,512    (91,087) 
 
ADD NET LOSS 
 ATTRIBUTABLE TO 
 NON-CONTROLLING 
 INTEREST                    -        178        246        130 
 
NET INCOME (LOSS) 
 ATTRIBUTABLE TO 
 LESAKA               $  3,219   $(31,298)  $  2,758  $ (90,957) 
                       =======    =======    =======   ======== 
 
Net earnings (loss) 
per share, in United 
States dollars: 
Basic earnings 
 (loss) attributable 
 to Lesaka 
 shareholders         $   0.04   $  (0.39)  $   0.03  $   (1.19) 
Diluted earnings 
 (loss) attributable 
 to Lesaka 
 shareholders         $   0.04   $  (0.39)  $   0.03  $   (1.19) 
 
 

(A) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026.

 
                      LESAKA TECHNOLOGIES, INC. 
         Unaudited Condensed Consolidated Statements of Cash 
                                 Flows 
                             Unaudited               Unaudited 
                        --------------------  ------------------------ 
                         Three months ended          Year ended 
                        --------------------  ------------------------ 
                              June 30,                June 30, 
                        --------------------  ------------------------ 
                          2026       2025        2026         2025 
                        ---------  ---------  ----------  ------------ 
                           (In thousands)          (In thousands) 
 
Cash flows from 
operating activities 
  Net income (loss) 
   (A)                  $  3,219   $(31,476)  $   2,512   $ (91,087) 
  Depreciation and 
   amortization           10,341     10,793      47,346      33,721 
  Impairment loss          1,431     18,863       4,035      18,863 
  Movement in 
   allowance for 
   doubtful accounts 
   receivable              3,485      2,312      12,796       8,011 
  Fair value 
   adjustment related 
   to financial 
   liabilities               (76)        39        (238)       (120) 
  Loss on disposal of 
   equity securities           -          -         730           - 
  Loss on 
   impairment/disposal 
   of equity-accounted 
   investments                 -          -         584         161 
  Earnings from 
   equity-accounted 
   investments               (49)       (25)       (215)       (114) 
  Reversal of 
   allowance for 
   doubtful loans 
   receivable                  -          -      (1,500)          - 
  Gain on 
   deconsolidation of 
   subsidiary                  -          -        (848)          - 
  Change in fair value 
   of equity 
   securities                  -      5,676      (2,593)     59,828 
  Other income                 -          -      (3,883)          - 
  (Profit) Loss on 
   disposal of 
   property, plant and 
   equipment                 (71)        66        (316)         13 
  Movement in interest 
   payable                   105     (1,720)         20       4,723 
  Facility fee 
   amortized                 155        209         413         429 
  Stock-based 
   compensation 
   charge                  1,829      2,032       6,969       9,550 
  Dividends received 
   from equity 
   accounted 
   investments                 -         31         105          96 
  (Decrease) Increase 
   in taxes payable         (942)    (1,139)        402         485 
  Deferred tax 
   benefit(A)             (4,966)    (7,935)     (9,451)    (21,739) 
  Decrease (Increase) 
   in accounts 
   receivable              3,569     (5,444)      3,500       1,081 
  Increase in finance 
   loans receivable       (4,305)   (12,880)    (34,421)    (34,614) 
  (Increase) Decrease 
   in inventory           (1,888)    (3,797)      6,704         169 
  Increase (Decrease) 
   in accounts payable 
   and other 
   payables(A)             5,030      5,456      19,793     (12,164) 
  Deferred 
   consideration 
   included in other 
   payables                    -     12,456           -      13,586 
                         -------    -------    --------    -------- 
     Net cash provided 
      by (used in) 
      operating 
      activities          16,867     (6,483)     52,444      (9,122) 
                         -------    -------    --------    -------- 
 
Cash flows from 
investing activities 
  Capital expenditures    (9,346)    (4,099)    (20,646)    (17,199) 
  Proceeds from 
   disposal of 
   property, plant and 
   equipment               1,609        218       1,849       1,938 
  Acquisition of 
   intangible assets      (1,051)    (1,626)     (4,403)     (3,900) 
  Acquisitions, net of 
   cash acquired               -          8     (11,117)    (12,946) 
  Acquisition of 
   insurance entity 
   investments            (4,598)         -      (4,598)          - 
  Cash disposed on 
   disposal of 
   subsidiary                  -          -        (165)          - 
  Proceeds from 
   disposal of equity 
   securities                  -     16,441       2,971      16,441 
  Investment in equity 
   securities               (200)         -        (450)          - 
  Net change in 
   settlement assets       3,773     (1,065)     10,822       4,324 
                         -------    -------    --------    -------- 
     Net cash (used 
      in) provided by 
      investing 
      activities          (9,813)     9,877     (25,737)    (11,342) 
                         -------    -------    --------    -------- 
 
Cash flows from 
financing activities 
  Proceeds from bank 
   overdraft              30,295      4,428     123,712      98,616 
  Repayment of bank 
   overdraft             (46,940)    (4,311)   (129,417)    (90,309) 
  Long-term borrowings 
   utilized                2,214        565       6,949     190,061 
  Repayment of 
   long-term 
   borrowings             (1,153)    (1,214)    (13,741)   (149,511) 
  Acquisition of 
   treasury stock          3,510     (1,047)       (339)    (13,660) 
  Proceeds from issue 
   of shares                  63          6          63         116 
  Non-refundable deal 
   origination fees         (252)         -        (285)       (970) 
  Acquisition of 
   non-controlling 
   interests              (3,538)         -      (3,538)          - 
  Dividends paid to 
   non-controlling 
   interest                    -          -           -        (432) 
  Net change in 
   settlement 
   obligations            (3,954)     1,412     (10,390)     (4,179) 
                         -------    -------    --------    -------- 
     Net cash (used 
      in) provided by 
      financing 
      activities         (19,755)      (161)    (26,986)     29,732 
                         -------    -------    --------    -------- 
 
Effect of exchange 
 rate changes on cash      3,542      2,283       5,178       1,453 
                         -------    -------    --------    -------- 
Net (decrease) 
 increase in cash, 
 cash equivalents and 
 restricted cash          (9,159)     5,516       4,899      10,721 
Cash, cash equivalents 
 and restricted cash 
 -- beginning of 
 period                   90,697     71,123      76,639      65,918 
                         -------    -------    --------    -------- 
Cash, cash equivalents 
 and restricted cash 
 -- end of period       $ 81,538   $ 76,639   $  81,538   $  76,639 
                         =======    =======    ========    ======== 
 
 

(A) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026.

 
LESAKA TECHNOLOGIES, INC. 
Unaudited Condensed Consolidated Balance Sheets 
                                       Unaudited             Unaudited 
                                        June 30,             June 30, 
                                          2026                 2025 
                                 (In thousands, except share data) 
ASSETS 
CURRENT ASSETS 
  Cash and cash equivalents       $          81,409      $       76,520 
  Restricted cash                               129                 119 
  Accounts receivable, net of 
   allowance of - 2026: $3,207; 
   2025: $1,753 and other 
   receivables                               43,765              42,525 
  Finance loans receivable, net 
   of allowance of - 2026: 
   $10,119; 2025: $5,244                    103,810              74,110 
  Inventory                                  20,113              23,551 
   Total current assets before 
    settlement assets                       249,226             216,825 
    Settlement assets                        18,504              27,098 
     Total current assets                   267,730             243,923 
PROPERTY, PLANT AND EQUIPMENT, 
 net of accumulated 
 depreciation of - 2026: 
 $69,766; 2025: $55,086 (Note 
 1)                                          50,212              44,924 
OPERATING LEASE RIGHT-OF-USE                 20,161               9,691 
EQUITY-ACCOUNTED INVESTMENTS                    295                 199 
GOODWILL                                    215,298             199,395 
INTANGIBLE ASSETS, net of 
 accumulated amortization of: - 
 2026: $110,371; 2025: $71,644              123,425             139,215 
DEFERRED INCOME TAXES(A)                     12,470              10,338 
OTHER LONG-TERM ASSETS, 
 including equity securities                  9,697               3,809 
TOTAL ASSETS                                699,288             651,494 
                                     ==============       ============= 
LIABILITIES 
CURRENT LIABILITIES 
  Short-term credit facilities               20,671              24,469 
  Accounts payable                           23,986              19,867 
  Other payables(A)                          83,262              76,035 
  Operating lease liability - 
   current                                    4,408               4,007 
  Current portion of long-term 
   borrowings                                16,114              11,956 
  Income taxes payable                        1,691               1,400 
   Total current liabilities 
    before settlement 
    obligations                             150,132             137,734 
    Settlement obligations                   18,530              26,695 
     Total current liabilities              168,662             164,429 
DEFERRED INCOME TAXES                        28,379              33,921 
OPERATING LEASE LIABILITY - 
 LONG TERM                                   19,338               6,129 
LONG-TERM BORROWINGS                        194,597             188,813 
OTHER LONG-TERM LIABILITIES, 
 including insurance policy 
 liabilities                                  3,988               2,991 
TOTAL LIABILITIES                           414,964             396,283 
                                     ==============       ============= 
REDEEMABLE COMMON STOCK                      78,972              88,957 
EQUITY 
LESAKA EQUITY: 
COMMON STOCK 
  Authorized: 200,000,000 with 
  $0.001 par value; 
  Issued and outstanding 
   shares, net of treasury: 
   2026: 83,306,794; 2025: 
   81,249,097                                    84                  84 
PREFERRED STOCK 
  Authorized shares: 50,000,000 
  with $0.001 par value; 
  Issued and outstanding 
  shares, net of treasury: 
  2026: -; 2025: -                                -                   - 
ADDITIONAL PAID-IN-CAPITAL(A)               152,554             135,505 
TREASURY SHARES, AT COST: 2026: 
 2,548,472; 2025: 3,999,049                    (234)             (7,059) 
ACCUMULATED OTHER COMPREHENSIVE 
 LOSS(A)                                   (166,319)           (185,626) 
RETAINED EARNINGS(A)                        219,267             216,509 
TOTAL LESAKA EQUITY                         205,352             159,413 
NON-CONTROLLING INTEREST                          -               6,841 
TOTAL EQUITY                                205,352             166,254 
                                     ==============       ============= 
TOTAL LIABILITIES, REDEEMABLE 
 COMMON STOCK AND SHAREHOLDERS' 
 EQUITY                           $         699,288      $      651,494 
 
 

Note 1: In October 2025, the Company identified that it had understated its June 30, 2025, cost and accumulated depreciation by $6.5 million. The carrying value of property, plant and equipment reported as of June 30, 2025 was not impacted by the misstatement. Accumulated depreciation has been recast to increase the amount from $48,636 to $55,086.

(A) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026.

Our unaudited condensed consolidated Statements of Operations for the three months and year ended June 30, 2026 and 2025 in ZAR are presented below. We have translated the results of operations information for the three months and year ended June 30, 2026 and 2025, provided in the tables below using the actual average exchange rates per month between the USD and ZAR.

 
Unaudited Condensed Consolidated Statements of Operations 
                               Unaudited                    Unaudited 
                          Three months ended               Year ended 
                      ---------------------------  --------------------------- 
                               June 30,                     June 30, 
                      ---------------------------  --------------------------- 
                           2026          2025         2026           2025 
                      --------------  -----------  -----------  -------------- 
                      (In thousands)               (In thousands) 
 
REVENUE               R   3,104,689   R3,080,538   R12,180,962  R11,980,399 
 
EXPENSE 
 
  Cost of goods sold, IT 
   processing, servicing 
   and support (A)        2,070,729    2,196,070     8,289,867    8,845,530 
  Selling, general and 
   administration (A)       676,794      585,758     2,590,497    2,246,986 
  Allowance for credit 
   losses                    57,413       42,202       215,724      145,871 
  Depreciation and 
   amortization             170,506      196,633       802,598      612,298 
  Impairment loss            23,480      334,929        67,116      334,929 
  Transaction costs 
   related to Adumo, 
   Utilities and Bank 
   Zero acquisitions          1,696      234,549         6,664      291,358 
 
OPERATING INCOME (LOSS)     104,071     (509,603)      208,496     (496,573) 
CHANGE IN FAIR VALUE OF 
 EQUITY SECURITIES                -     (101,377)       43,957   (1,089,871) 
OTHER INCOME                      -            -        65,353            - 
LOSS ON 
 IMPAIRMENT/DISPOSAL OF 
 EQUITY-ACCOUNTED 
 INVESTMENT                       -            -        10,342        2,886 
LOSS ON DISPOSAL OF 
 EQUITY SECURITIES                -            -        12,286            - 
REVERSAL OF ALLOWANCE 
 FOR DOUBTFUL LOAN 
 RECEIVABLE                       -            -        25,132            - 
INTEREST INCOME              11,343       11,761        48,621       47,108 
INTEREST EXPENSE(A)          72,984       83,929       313,258      396,649 
 
INCOME (LOSS) BEFORE 
 INCOME TAX (BENEFIT) 
 EXPENSE                     42,430     (683,148)       55,673   (1,938,871) 
 
INCOME TAX (BENEFIT) 
 EXPENSE (A)                 (9,661)    (119,806)       23,583     (289,008) 
 
NET INCOME (LOSS) BEFORE 
 EARNINGS FROM 
 EQUITY-ACCOUNTED 
 INVESTMENTS                 52,091     (563,342)       32,090   (1,649,863) 
 
EARNINGS FROM 
 EQUITY-ACCOUNTED 
 INVESTMENTS                    804          449         3,593        2,035 
NET INCOME (LOSS)            52,895     (562,893)       35,683   (1,647,828) 
ADD NET LOSS 
 ATTRIBUTABLE TO 
 NON-CONTROLLING 
 INTEREST                         -        3,172         4,155        2,307 
NET INCOME (LOSS) 
 ATTRIBUTABLE TO 
 LESAKA               R      52,895   R (559,721)  R    39,838  R(1,645,521) 
                          =========    =========    ==========   ========== 
 
Net earnings (loss) 
per share, in South 
African Rands: 
Basic earnings 
 (loss) attributable 
 to Lesaka 
 shareholders         R        0.66   R    (6.97)  R      0.51  R    (20.12) 
Diluted earnings 
 (loss) attributable 
 to Lesaka 
 shareholders         R        0.66   R    (6.97)  R      0.51  R    (20.12) 
 
 

(A) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026.

Our unaudited condensed consolidated Statements of Cash Flows for the three months and year ended June 30, 2026 and 2025 in ZAR are presented below. We have translated the cash flow information for the three months and year ended June 30, 2026 and 2025, provided in the tables below using the actual average exchange rates per month between the USD and ZAR.

 
               Unaudited Condensed Consolidated Statements of Cash 
                                      Flows 
                                 Unaudited                    Unaudited 
                        ---------------------------  ---------------------------- 
                            Three months ended                Year ended 
                        ---------------------------  ---------------------------- 
                                 June 30,                      June 30, 
                        ---------------------------  ---------------------------- 
                             2026          2025          2026           2025 
                        --------------  -----------  ------------  -------------- 
                              (In thousands)                (In thousands) 
Cash flows from 
operating activities 
  Net income (loss)(A)  R      52,899   R (562,893)  R    35,687   R(1,647,830) 
  Depreciation and 
   amortization               170,506      196,633       802,598       612,298 
  Impairment loss              23,480      336,906        67,109       336,906 
  Movement in allowance 
   for doubtful accounts 
   receivable                  57,413       42,202       215,724       145,871 
  Fair value adjustment 
   related to financial 
   liabilities                 (1,243)         674        (4,026)       (2,135) 
  Loss on disposal of 
   equity securities                -            -        12,286             - 
  Loss on 
   impairment/disposal of 
   equity-accounted 
   investments                      -            -        10,342         2,886 
  Earnings from 
   equity-accounted 
   investments                   (804)        (449)       (3,593)       (2,035) 
  Reversal of allowance 
   for doubtful loans 
   receivable                       -            -       (25,132)            - 
  Gain on deconsolidation 
   of subsidiary                    -            -       (14,208)            - 
  Change in fair value of 
   equity securities                -      101,377       (43,957)    1,089,871 
  Other income                      -            -       (65,353)            - 
  Profit (Loss) on 
   disposal of property, 
   plant and equipment         (1,165)       1,185        (5,202)          227 
  Movement in interest 
   payable                      2,106      (28,756)        1,044        88,571 
  Facility fee amortized        2,556        3,701         6,943         7,690 
  Stock-based compensation 
   charge                      30,103       37,157       117,922       173,470 
  Dividends received from 
   equity accounted 
   investments                      -          554         1,681         1,719 
  (Decrease) Increase in 
   taxes payable              (15,295)     (19,674)        7,747         9,729 
  Deferred tax benefit(A)     (81,535)    (142,767)     (158,970)     (394,432) 
  Decrease (Increase) in 
   accounts receivable         57,148     (100,319)       35,425        20,516 
  Increase in finance 
   loans receivable           (70,383)    (234,189)     (586,954)     (634,859) 
  (Increase) Decrease in 
   inventory                  (31,574)     (72,474)      112,051         5,592 
  Increase in accounts 
   payable and other 
   payables(A)                 84,564      105,404       344,453      (217,413) 
  Deferred consideration 
   included in other 
   payables                         -      222,528             -       243,231 
                            ---------    ---------    ----------    ---------- 
    Net cash provided by 
     (used in) operating 
     activities               278,776     (113,200)      863,617      (160,127) 
                            ---------    ---------    ----------    ---------- 
Cash flows from 
investing activities 
  Capital expenditures       (154,122)     (75,209)     (347,348)     (311,358) 
  Proceeds from disposal 
   of property, plant and 
   equipment                   26,506        4,308        31,721        35,514 
  Acquisition of 
   intangible assets          (17,328)     (29,608)      (74,488)      (71,296) 
  Acquisitions, net of 
   cash acquired                    -          143      (186,041)     (234,014) 
  Acquisition of insurance 
   entity investments         (75,445)           -       (75,445)            - 
  Cash disposed on 
   disposal of subsidiary           -            -        (2,777)            - 
  Proceeds from disposal 
   of equity securities             -      293,648        50,000       293,648 
  Investment in equity 
   securities                  (3,282)           -        (7,490)            - 
  Net change in settlement 
   assets                      61,977      (20,651)      177,524        77,161 
                            ---------    ---------    ----------    ---------- 
    Net cash provided by 
     (used in) investing 
     activities              (161,694)     172,631      (434,344)     (210,345) 
                            ---------    ---------    ----------    ---------- 
Cash flows from 
financing activities 
  Proceeds from bank 
   overdraft                  499,165       79,287     2,084,651     1,768,719 
  Repayment of bank 
   overdraft                 (772,222)     (76,997)   (2,176,779)   (1,646,778) 
  Long-term borrowings 
   utilized                    36,574       10,361       118,043     3,506,248 
  Repayment of long-term 
   borrowings                 (19,009)     (22,215)     (230,881)   (2,752,516) 
  Acquisition of 
   non-controlling 
   interests                        -            -       (59,278)            - 
  Acquisition of treasury 
   stock                         (462)     (18,966)       (5,663)     (240,942) 
  Proceeds from exercise 
   of stock options             1,035          107         1,035         2,113 
  Guarantee fee                (4,134)           -        (4,709)      (17,532) 
  Dividends paid to 
   non-controlling 
   interest                         -            -             -        (7,745) 
  Net change in settlement 
   obligations                (65,016)      27,574      (169,967)      (74,361) 
                            ---------    ---------    ----------    ---------- 
    Net cash (used in) 
     provided by financing 
     activities              (324,069)        (849)     (443,548)      537,206 
                            ---------    ---------    ----------    ---------- 
Effect of exchange rate 
 changes on cash               (2,203)      (2,990)       (8,671)       (4,420) 
                            ---------    ---------    ----------    ---------- 
Net (decrease) increase in 
 cash, cash equivalents 
 and restricted cash         (209,190)      55,592       (22,946)      162,314 
Cash, cash equivalents & 
 restricted cash -- 
 beginning of period        1,547,001    1,305,164     1,360,756     1,198,442 
                            ---------    ---------    ----------    ---------- 
Cash, cash equivalents 
 & restricted cash -- 
 end of period          R   1,337,810   R1,360,756   R 1,337,810   R 1,360,756 
                            =========    =========    ==========    ========== 
 
 

(A) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026.

Our unaudited condensed consolidated balance sheets as of June 30, 2026 and 2025 in ZAR are presented below. Amounts included in these balance sheets have been calculated using the $ amounts per our balance sheets presented in U.S. dollars and converted to ZAR using the exchange rates noted below.

 
             Unaudited Condensed Consolidated Balance Sheets 
                                         Unaudited           Unaudited 
                                    --------------------  ---------------- 
                                          June 30,            June 30, 
                                            2026                2025 
                                    --------------------  ---------------- 
                                      (In thousands, except share data) 
ASSETS 
CURRENT ASSETS 
  Cash and cash equivalents         R          1,335,694  R      1,358,643 
  Restricted cash                                  2,117             2,113 
  Accounts receivable, net of allowance 
   and other receivables                         718,061           755,048 
  Finance loans receivable, net                1,703,231         1,315,853 
  Inventory                                      329,998           418,157 
                                         ---------------   --------------- 
   Total current assets before 
    settlement assets                          4,089,101         3,849,814 
    Settlement assets                            303,599           481,136 
                                         ---------------   --------------- 
     Total current assets                      4,392,700         4,330,950 
PROPERTY, PLANT AND EQUIPMENT, net of 
 accumulated depreciation of - 2026: 
 R1,144,665; 2025: R978,074 (Note 1)             823,838           797,644 
OPERATING LEASE RIGHT-OF-USE                     330,786           172,068 
EQUITY-ACCOUNTED INVESTMENTS                       4,840             3,533 
GOODWILL                                       3,532,437         3,540,338 
INTANGIBLE ASSETS, net of accumulated 
 amortization of- 2026: R1,810,879; 
 2025: R1,272,068                              2,025,059         2,471,818 
DEFERRED INCOME TAXES(A)                         204,598           183,555 
OTHER LONG-TERM ASSETS                           159,101            67,630 
                                         ---------------   --------------- 
TOTAL ASSETS                                  11,473,359        11,567,536 
                                         ===============   =============== 
           LIABILITIES 
CURRENT LIABILITIES 
  Short-term credit facilities                   339,153           434,457 
  Accounts payable                               393,543           352,747 
  Other payables(A)                            1,366,096         1,350,032 
  Operating lease liability -- current            72,323            71,146 
  Current portion of long-term 
   borrowings                                    264,386           212,284 
  Income taxes payable                            27,745            24,858 
                                         ---------------   --------------- 
   Total current liabilities before 
    settlement obligations                     2,463,246         2,445,524 
    Settlement obligations                       304,025           473,980 
                                         ---------------   --------------- 
     Total current liabilities                 2,767,271         2,919,504 
DEFERRED INCOME TAXES                            465,620           602,281 
OPERATING LEASE LIABILITY - LONG TERM            317,282           108,823 
LONG-TERM BORROWINGS                           3,192,792         3,352,450 
OTHER LONG-TERM LIABILITIES, including 
 insurance policy liabilities                     65,432            53,106 
                                         ---------------   --------------- 
TOTAL LIABILITIES                              6,808,397         7,036,164 
                                         ===============   =============== 
 
TOTAL EQUITY AND REDEEMABLE COMMON 
 STOCK(A)                           R          4,664,962  R      4,531,372 
                                         ===============   =============== 
 
Exchange rate $1: ZAR                            16.4072           17.7554 
 
 

Note 1: In October 2025, the Company identified that it had understated its June 30, 2025, cost and accumulated depreciation by ZAR 114.5 million. The carrying value of property, plant and equipment reported as of June 30, 2025 was not impacted by the misstatement. Accumulated depreciation has been recast to increase the amount from ZAR 863,552 to ZAR 978,074.

(A) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026.

Lesaka Technologies, Inc.

Attachment C

Reconciliation of net income (loss) used to calculate loss per share basic and diluted and headline earnings (loss) per share basic and diluted:

Three months ended June 30, 2026 and 2025

 
                                                        2026       2025 
                                                       -------  ---------- 
 
Net income (loss) (USD'000)((A)                         3,219   (31,298) 
Adjustments: 
  Impairment loss                                       1,431    18,863 
  Profit on sale of property, plant and equipment         (71)      (12) 
  Tax effects on above                                   (367)        3 
 
Net income (loss) used to calculate headline earnings 
 (loss) (USD'000)((A)                                   4,212   (12,444) 
                                                       ======   ======= 
 
Weighted average number of shares used to calculate 
 net earnings (loss) per share basic earnings (loss) 
 and headline earnings (loss) per share basic 
 earnings (loss) ('000)                                82,076    81,186 
 
Weighted average number of shares used to calculate 
 net earnings (loss) per share diluted earnings 
 (loss) and headline earnings (loss) per share 
 diluted earnings (loss) ('000)                        82,264    81,186 
 
Headline earnings (loss) per share: 
  Basic, in USD                                          0.05     (0.15) 
  Diluted, in USD                                        0.05     (0.15) 
 
 

(A) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026.

Year ended June 30, 2026 and 2025

 
                                                        2026       2025 
                                                       -------  ---------- 
 
Net income (loss) (USD'000)((A)                         2,758   (90,957) 
Adjustments: 
  Loss on disposal of equity securities                   730         - 
  Net loss on impairment/disposal of equity-accounted 
   investment                                             584         - 
  Income recognized related to closure of legacy 
   businesses                                            (848)        - 
  Impairment loss                                       4,035    18,863 
  Profit on sale of property, plant and equipment        (316)       13 
  Tax effects on above                                    472        (4) 
 
Net income (loss) used to calculate headline loss 
 (USD'000)((A)                                          7,415   (72,085) 
                                                       ======   ======= 
 
Weighted average number of shares used to calculate 
 net income (loss) per share basic loss and headline 
 earnings (loss) per share basic earnings (loss) 
 ('000)                                                82,088    76,466 
 
Weighted average number of shares used to calculate 
 net earnings (loss) per share diluted earnings 
 (loss) and headline earnings (loss) per share 
 diluted earnings (loss) ('000)                        82,249    76,466 
 
Headline earnings (loss) per share: 
  Basic, in USD                                          0.09     (0.94) 
  Diluted, in USD                                        0.09     (0.94) 
 
 

(A) Revised FY2025 amounts to correct the errors discussed in Note 1 of our Form 10-K for the year ended June 30, 2026.

Calculation of the denominator for headline diluted earnings (loss) per share

 
                                     Three months ended     Year ended 
                                          June 30,           June 30, 
                                    --------------------  -------------- 
                                      2026       2025      2026    2025 
                                    ---------  ---------  ------  ------ 
                                           ('000)             ('000) 
Basic weighted-average common 
 shares outstanding and unvested 
 restricted shares expected to 
 vest under GAAP                       82,076     81,186  82,088  76,466 
  Effect of dilutive securities 
   under GAAP                             188          -     161       - 
                                    ---------  ---------  ------  ------ 
   Denominator for headline 
    diluted earnings (loss) per 
    share                              82,264     81,186  82,249  76,466 
                                    =========  =========  ======  ====== 
 
 

Weighted average number of shares used to calculate headline diluted earnings (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 earnings (loss) per share because we do not use the two-class method to calculate headline diluted earnings (loss) per share.

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