Lesaka Technologies Inc 8-K, filed Nov 4, 2026
Lesaka Technologies Inc (LSAK)
About this 8-K
Lesaka Technologies Inc filed this 8-K on November 4, 2026.
Lesaka Technologies, Inc. reported Q1 FY2027 net revenue of ZAR 1,582,984 thousand, up 8%, while Group Adjusted EBITDA fell 17% to ZAR 220,140 thousand. It reaffirmed FY2027 net revenue guidance of ZAR 7.0 billion to ZAR 7.7 billion. AI summary
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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:
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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 November 4, 2026, Lesaka Technologies, Inc., a Florida corporation (the "Company"), issued a press release setting forth its financial results for the first quarter ended September 30, 2026.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibits | Description |
| 99.1 | Press Release, dated November 4, 2026, 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: November 4, 2026 | By: | /s/ Dan Smith |
| Name: | Dan Smith | |
| Title: | Group Chief Financial Officer | |
Exhibit 99.1
Lesaka Delivers Q1 FY2027 Results in Line with Expectations, Reaffirms FY2027 Guidance
JOHANNESBURG, November 4, 2026 - Lesaka Technologies, Inc. (Nasdaq: LSAK; JSE: LSK) today released results for the first quarter of fiscal 2027 ("Q1 FY2027").
Q1 FY2027 performance1:
All growth rates are year-on-year between Q1 FY2027 and Q1 FY2026 in ZAR.
| Group Level | USD (In thousands, except per share data) |
ZAR (In thousands, except per share data) |
|||||||||||||
| Q1 FY27 | Q1 FY26 | Q1 FY27 | Q1 FY26 | YoY% | |||||||||||
| Revenue | 184,572 | 171,448 | 3,005,676 | 3,023,546 | (0.6%) | ||||||||||
| Net Revenue(2) | 97,223 | 83,437 | 1,582,984 | 1,471,165 | 8% | ||||||||||
| Operating (loss) income(3) | (1,066 | ) | 137 | (17,188 | ) | 2,373 | nm | ||||||||
| Net loss attributable to Lesaka(3) | (4,183 | ) | (4,658 | ) | (68,046 | ) | (82,265 | ) | 17% | ||||||
| Group Adjusted EBITDA(2)(3) | 13,514 | 15,095 | 220,140 | 266,211 | (17%) | ||||||||||
| Basic loss per share(3) | (0.05 | ) | (0.05 | ) | (0.81 | ) | (0.88 | ) | 8% | ||||||
| Adjusted earnings(2)(3) | 3,702 | 4,588 | 60,255 | 80,879 | (25%) | ||||||||||
| Adjusted earnings per share(2)(3) | 0.04 | 0.06 | 0.72 | 0.97 | (26%) | ||||||||||
| Segment Level | USD (In thousands) |
ZAR (In thousands) |
|||||||||||||
| Q1 FY27 | Q1 FY26 | Q1 FY27 | Q1 FY26 | YoY% | |||||||||||
| Merchant | |||||||||||||||
| Revenue | 119,146 | 126,950 | 1,940,454 | 2,239,035 | (13%) | ||||||||||
| Net Revenue(2) | 41,426 | 41,225 | 674,565 | 726,963 | (7%) | ||||||||||
| Segment Adjusted EBITDA(3) | 4,716 | 8,944 | 76,870 | 157,713 | (51%) | ||||||||||
| Consumer | |||||||||||||||
| Revenue | 41,049 | 30,576 | 668,310 | 539,006 | 24% | ||||||||||
| Segment Adjusted EBITDA | 12,658 | 8,493 | 206,111 | 149,710 | 38% | ||||||||||
| Enterprise | |||||||||||||||
| Revenue | 25,766 | 14,853 | 419,452 | 261,904 | 60% | ||||||||||
| Net Revenue(2) | 16,137 | 12,567 | 262,649 | 221,595 | 19% | ||||||||||
| Segment Adjusted EBITDA | 1,755 | 1,269 | 28,572 | 22,407 | 28% | ||||||||||
(1) Average exchange rates applicable for Q1 FY2027 and for Q1 FY2026 were ZAR 16.28 to $1 and ZAR 17.67 to $1, respectively.
(2) Non-GAAP measure. Refer to Attachment A of press release for full reconciliation of non-GAAP measures.
(3) Revised Q1 FY2026 amounts to correct the error discussed in Note 1 of our Form 10-Q for the period ended September 30, 2026.
Commenting on the results, Lesaka Executive Chairman Ali Mazanderani said, "We have delivered Q1 results in line with our expectations. We have now met our profitability guidance for 17 consecutive quarters and I am pleased to reaffirm our full-year outlook, which at the midpoint represents adjusted earnings per share of ZAR 8.00, up 23% year-on-year."
Outlook: Second Quarter 2027 ("Q2 FY2027") and Full Fiscal Year 2027 ("FY2027") 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 Q2 FY2027, the quarter ending December 31, 2026, we expect:
- Net Revenue between ZAR 1.62 billion and ZAR 1.72 billion
- Group Adjusted EBITDA between ZAR 280 million and ZAR 320 million
- Adjusted earnings per share between ZAR 1.00 and ZAR 1.40
For FY2027, the year ending June 30, 2027, we reaffirm:
- 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
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 Q1 FY2027 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/Lesaka05112026
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=2913271&linkSecurityString=8f2e4442f
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.
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 Attachments A and C for a reconciliation of these non-GAAP measures.
Non-GAAP Measures
Group Adjusted EBITDA
Group Adjusted EBITDA is net loss before interest, taxes, depreciation and amortization, adjusted for non-operational transactions (including loss on impairment/disposal of equity-accounted investments), impairment loss, unrealized (gain) loss FV for currency adjustment, earnings 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 was held as inventory, and (b) distribute pre-paid solutions including prepaid airtime vouchers (which we do not hold as inventory) ("Pinless Airtime"), prepaid electricity, gaming vouchers, and other products, to users of our platforms. We act as a principal when we sell Pinned Airtime that were held as inventory and record revenue and cost of sales on a gross basis when sold. We act as an agent in a transaction when we provide pre-paid solutions through our various platforms and services offerings because we do not control the good or service to be provided and we recognize revenue based on the amount that we are contractually entitled to receive for performing the distribution service on behalf of our customers using our platform. Our revenue under GAAP can fluctuate materially due to changes in the revenue mix between these revenue categories. Net Revenue is a non-GAAP measure and is calculated as revenue presented under GAAP less (i) the cost of Pinned Airtime sold by us, (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 and (iii) network fees paid to banks under our acquiring products. 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 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.
Adjusted earnings and Adjusted earnings per share for fiscal 2027 also includes adjustments related to Lesaka rebrand refresh expenses (net of tax).
Adjusted earnings and Adjusted earnings per share for fiscal 2026 also includes adjustments related to the loss on impairment 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 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 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 loss adjusted for the loss on impairment of equity-accounted investments and (profit) loss on sale of property, plant and equipment. Attachment C presents the reconciliation between our net loss used to calculate loss per share basic and diluted and HEPS basic and diluted and the calculation of the denominator for headline diluted 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, the completion and timing of the pending Bank Zero acquisition and its expected impact on our 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 and our Form 10-Q for the quarter ended September 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.
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 loss attributable to Lesaka to Group Adjusted EBITDA:
Three months ended September 30, 2026 and 2025 and three months ended June 30, 2026
| Three months ended | |||||||||||
| September 30, | Jun 30, | ||||||||||
| 2026 | 2025 | 2026 | |||||||||
| (Loss) Income attributable to Lesaka - GAAP(A) | $ | (4,183 | ) | $ | (4,658 | ) | $ | 3,219 | |||
| Less net income attributable to non-controlling interest | - | 117 | - | ||||||||
| Net (loss) income | (4,183 | ) | (4,775 | ) | 3,219 | ||||||
| Earnings from equity accounted investments | (69 | ) | - | (49 | ) | ||||||
| Net (loss) income before earnings from equity-accounted investments | (4,252 | ) | (4,775 | ) | 3,170 | ||||||
| Income tax benefit | (527 | ) | (146 | ) | (598 | ) | |||||
| (Loss) Income before income tax expense | (4,779 | ) | (4,921 | ) | 2,572 | ||||||
| Net loss on impairment of equity-accounted investment | - | 584 | - | ||||||||
| Impairment loss | - | - | 1,431 | ||||||||
| Unrealized loss (gain) FV for currency adjustments | 204 | (64 | ) | (37 | ) | ||||||
| Operating (loss) income after PPA amortization and net interest (non-GAAP) | (4,575 | ) | (4,401 | ) | 3,966 | ||||||
| PPA amortization (amortization of acquired intangible assets) | 5,524 | 9,134 | 5,782 | ||||||||
| Operating income before PPA amortization after net interest (non-GAAP) | 949 | 4,733 | 9,748 | ||||||||
| Interest expense (A) | 4,258 | 5,013 | 4,425 | ||||||||
| Interest income | (545 | ) | (539 | ) | (688 | ) | |||||
| Operating income before PPA amortization and net interest (non-GAAP) | 4,662 | 9,207 | 13,485 | ||||||||
| Depreciation and amortization (excluding amortization of intangibles) | 4,449 | 3,760 | 4,559 | ||||||||
| Stock-based compensation charges | 1,370 | 1,861 | 1,829 | ||||||||
| Once-off items (refer below) | 3,033 | 267 | 2,385 | ||||||||
| Group Adjusted EBITDA - Non-GAAP(A) | $ | 13,514 | $ | 15,095 | $ | 22,258 | |||||
(A) Revised Q1 FY2026 amounts to correct the error discussed in Note 1 of our Form 10-Q for the period ended September 30, 2026.
| Three months ended | |||||||||||
| September 30, | Jun 30, | ||||||||||
| 2026 | 2025 | 2026 | |||||||||
| Once-off items comprises: | |||||||||||
| Lesaka brand refresh | $ | 2,750 | $ | - | $ | 2,017 | |||||
| Transaction costs | 225 | 173 | 264 | ||||||||
| Transaction costs related to Utilities and Bank Zero acquisitions | 58 | 94 | 104 | ||||||||
| Total once-off items | $ | 3,033 | $ | 267 | $ | 2,385 | |||||
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 2026 we incurred transaction costs related to the proposed acquisition of Bank Zero over a number of quarters, and the transactions are generally non-recurring.
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.
Year ended June 30, 2026 and 2025
| Year ended | |||||||
| June 30 | |||||||
| 2026 | 2025 | ||||||
| Income (Loss) attributable to Lesaka - GAAP(A) | $ | 2,758 | $ | (90,957 | ) | ||
| Add net loss attributable to non-controlling interest | 246 | 130 | |||||
| Net income (loss) | 2,512 | (91,087 | ) | ||||
| Earnings from equity accounted investments | (215 | ) | (114 | ) | |||
| Net income (loss) before earnings from equity-accounted investments | 2,297 | (91,201 | ) | ||||
| Income tax expense (benefit) | 1,429 | (15,982 | ) | ||||
| Income (Loss) before income tax expense | 3,726 | (107,183 | ) | ||||
| Loss on disposal of equity securities | 730 | - | |||||
| Other income | (3,883 | ) | - | ||||
| Change in fair value of equity securities | (2,593 | ) | 59,828 | ||||
| Net loss on impairment/ disposal of equity-accounted investment | 584 | 161 | |||||
| Reversal of allowance for doubtful loans receivable | (1,500 | ) | - | ||||
| Impairment loss(1) | 3,347 | 18,863 | |||||
| Unrealized (gain) loss FV for currency adjustments | (53 | ) | 23 | ||||
| Operating income (loss) after PPA amortization and net interest (non-GAAP) | 358 | (28,308 | ) | ||||
| PPA amortization (amortization of acquired intangible assets) | 30,441 | 21,384 | |||||
| Operating income (loss) before PPA amortization after net interest (non-GAAP) | 30,799 | (6,924 | ) | ||||
| Interest expense (A) | 18,506 | 21,824 | |||||
| Interest income | (2,889 | ) | (2,596 | ) | |||
| Operating income before PPA amortization and net interest (non-GAAP) | 46,416 | 12,304 | |||||
| Depreciation and amortization (excluding amortization of intangibles) | 16,905 | 12,337 | |||||
| Interest adjustment | - | (2,195 | ) | ||||
| Stock-based compensation charges | 6,969 | 9,550 | |||||
| Once-off items | 5,452 | 17,826 | |||||
| Group Adjusted EBITDA - Non-GAAP(A) | $ | 75,742 | $ | 49,822 | |||
(A) Revised FY2025 amounts to correct the error 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.
| Year ended | |||||||||
| Jun 30, | |||||||||
| 2026 | 2025 | ||||||||
| Once-off items comprises: | |||||||||
| Lesaka brand refresh | $ | 3,001 | $ | - | |||||
| Exit of ATM business | 1,599 | - | |||||||
| Transaction costs | 1,103 | 1,794 | |||||||
| Transaction costs related to Adumo, Utilities and Bank Zero acquisitions | 389 | 16,159 | |||||||
| Income recognized related to closure of legacy businesses | (579 | ) | - | ||||||
| Indirect taxes provision release | (61 | ) | (127 | ) | |||||
| Total once-off items | $ | 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 ended September 30, 2026 and 2025, and three months ended June 30, 2026
| Three months ended | |||||||||||
| September 30, | Jun 30, | ||||||||||
| 2026 | 2025 | 2026 | |||||||||
| Revenue - GAAP | $ | 184,572 | $ | 171,448 | $ | 188,321 | |||||
| Cost of prepaid airtime vouchers sold by us & commissions paid to third parties selling all other agency-based products and acquiring network fees | (87,349 | ) | (88,011 | ) | (93,189 | ) | |||||
| Net Revenue (non-GAAP) | $ | 97,223 | $ | 83,437 | $ | 95,132 | |||||
| Net Revenue / Revenue - GAAP | 53% | 49% | 51% | ||||||||
| Merchant segment revenue (before eliminations) - GAAP | $ | 119,146 | $ | 126,950 | $ | 123,388 | |||||
| Cost of prepaid airtime vouchers sold by us & commissions paid to third parties selling all other agency-based products and acquiring network fees | (77,720 | ) | (85,725 | ) | (82,553 | ) | |||||
| Merchant Net Revenue (non-GAAP) | $ | 41,426 | $ | 41,225 | $ | 40,835 | |||||
| Enterprise segment revenue (before eliminations) - GAAP | $ | 25,766 | $ | 14,853 | $ | 26,103 | |||||
| Cost of prepaid airtime vouchers sold by us & commissions paid to third parties selling all other agency-based products | (9,629 | ) | (2,286 | ) | (10,636 | ) | |||||
| Enterprise Net Revenue (non-GAAP) | $ | 16,137 | $ | 12,567 | $ | 15,467 | |||||
Beginning in Q1 FY2027, Net Revenue also deducts network fees paid to banks under our acquiring products, and prior period amounts have been recast to conform to the current presentation.
Reconciliation of GAAP net loss and loss per share, basic, to adjusted earnings and adjusted earnings per share, basic:
Three months ended September 30, 2026 and 2025
| Net (loss) income (USD '000) |
(L)EPS, basic (USD) |
Net (loss) income (ZAR '000) |
(L)EPS, basic (ZAR) |
||||||||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||||
| GAAP(A) | (4,183 | ) | (4,658 | ) | (0.05 | ) | (0.05 | ) | (68,046 | ) | (82,265 | ) | (0.81 | ) | (0.88 | ) | |||||||||||||||
| Intangible asset amortization, net | 4,033 | 6,668 | 65,661 | 117,584 | |||||||||||||||||||||||||||
| Lesaka rebrand refresh, net of tax | 2,199 | - | 35,744 | - | |||||||||||||||||||||||||||
| Stock-based compensation charge | 1,370 | 1,861 | 22,287 | 32,762 | |||||||||||||||||||||||||||
| Transaction costs | 283 | 267 | 4,609 | 4,817 | |||||||||||||||||||||||||||
| Net loss on impairment of equity-accounted investment | - | 584 | - | 10,342 | |||||||||||||||||||||||||||
| Amortization of intangible assets, net of tax - equity accounted investments | - | (134 | ) | - | (2,361 | ) | |||||||||||||||||||||||||
| Adjusted(A) | 3,702 | 4,588 | 0.04 | 0.06 | 60,255 | 80,879 | 0.72 | 0.97 | |||||||||||||||||||||||
(A) Revised Q1 FY2026 amounts to correct the error discussed in Note 1 of our Form 10-Q for the period ended September 30, 2026.
Calculation of the denominator for Adjusted earnings per share
| Three months ended September 30, |
||||||
| 2026 | 2025 | |||||
| ('000) | ||||||
| Basic weighted-average common shares outstanding and unvested restricted shares expected to vest under GAAP | 83,340 | 81,327 | ||||
| In the money stock options | 621 | 643 | ||||
| Acquisition related shares | - | 999 | ||||
| Weighted average number of shares used to calculate Adjusted earnings per share | 83,961 | 82,969 | ||||
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
LESAKA TECHNOLOGIES, INC.
Unaudited Condensed Consolidated Statements of Operations
| Unaudited | |||||||
| Three months ended | |||||||
| September 30, | |||||||
| 2026 | 2025 | ||||||
| (In thousands) | |||||||
| REVENUE | $ | 184,572 | $ | 171,448 | |||
| EXPENSE | |||||||
| Cost of goods sold, IT processing, servicing and support, exclusive of depreciation and amortization shown separately below (A) | 124,052 | 118,623 | |||||
| Selling, general and administration, exclusive of depreciation and amortization shown separately below (A) | 47,032 | 37,094 | |||||
| Movement in allowance for credit losses | 4,523 | 2,606 | |||||
| Depreciation and amortization | 9,973 | 12,894 | |||||
| Transaction costs related to Utilities and Bank Zero acquisitions | 58 | 94 | |||||
| OPERATING (LOSS) INCOME | (1,066 | ) | 137 | ||||
| NET LOSS ON IMPAIRMENT OF EQUITY-ACCOUNTED INVESTMENT | - | 584 | |||||
| INTEREST INCOME | 545 | 539 | |||||
| INTEREST EXPENSE(A) | 4,258 | 5,013 | |||||
| LOSS BEFORE INCOME TAX BENEFIT | (4,779 | ) | (4,921 | ) | |||
| INCOME TAX BENEFIT | 527 | 146 | |||||
| NET LOSS BEFORE EARNINGS FROM EQUITY-ACCOUNTED INVESTMENTS | (4,252 | ) | (4,775 | ) | |||
| EARNINGS FROM EQUITY-ACCOUNTED INVESTMENTS | 69 | - | |||||
| NET LOSS | (4,183 | ) | (4,775 | ) | |||
| ADD NET LOSS ATTRIBUTABLE TO NON-CONTROLLING INTEREST | - | 117 | |||||
| NET LOSS ATTRIBUTABLE TO LESAKA | $ | (4,183 | ) | $ | (4,658 | ) | |
| Net loss per share, in United States dollars: | |||||||
| Basic loss attributable to Lesaka shareholders | $ | (0.05 | ) | $ | (0.05 | ) | |
| Diluted loss attributable to Lesaka shareholders | $ | (0.05 | ) | $ | (0.05 | ) | |
(A) Revised Q1 FY2026 amounts to correct the error discussed in Note 1 of our Form 10-Q for the period ended September 30, 2026.
LESAKA TECHNOLOGIES, INC.
Unaudited Condensed Consolidated Statements of Cash Flows
| Unaudited | |||||||||
| Three months ended | |||||||||
| September 30, | |||||||||
| 2026 | 2025 | ||||||||
| (In thousands) | |||||||||
| Cash flows from operating activities | |||||||||
| Net loss (A) | $ | (4,183 | ) | $ | (4,775 | ) | |||
| Depreciation and amortization | 9,973 | 12,894 | |||||||
| Movement in allowance for doubtful accounts receivable and finance loans receivable | 4,523 | 2,606 | |||||||
| Interest payable | 25 | (107 | ) | ||||||
| Fair value adjustment related to financial liabilities | (265 | ) | (1 | ) | |||||
| Net loss on impairment of equity-accounted investments | - | 584 | |||||||
| Earnings from equity-accounted investments | (69 | ) | - | ||||||
| Profit on disposal of property, plant and equipment | (6 | ) | (30 | ) | |||||
| Facility fee amortized | 162 | 78 | |||||||
| Stock-based compensation charge | 1,370 | 1,861 | |||||||
| Changes in net working capital | |||||||||
| Increase in accounts receivable and other receivables | (7,787 | ) | (1,230 | ) | |||||
| Increase in finance loans receivable | (15,574 | ) | (6,903 | ) | |||||
| (Increase) Decrease in inventory | (3,900 | ) | 5,148 | ||||||
| Increase (Decrease) in accounts payable and other payables(A) | 10,128 | (233 | ) | ||||||
| Increase in taxes payable | 942 | 512 | |||||||
| Decrease in deferred taxes | (2,140 | ) | (1,481 | ) | |||||
| Net cash (used in) provided by operating activities | (6,801 | ) | 8,923 | ||||||
| Cash flows from investing activities | |||||||||
| Capital expenditures | (8,243 | ) | (3,980 | ) | |||||
| Proceeds from disposal of property, plant and equipment | 465 | 452 | |||||||
| Acquisition of intangible assets | (829 | ) | (1,139 | ) | |||||
| Acquisition of equity-accounted investment | (750 | ) | - | ||||||
| Repayment of loans by equity-accounted investments | 200 | - | |||||||
| Acquisition of insurance entity investments | (65 | ) | - | ||||||
| Net change in settlement assets | (323 | ) | 4,206 | ||||||
| Net cash used in investing activities | (9,545 | ) | (461 | ) | |||||
| Cash flows from financing activities | |||||||||
| Proceeds from bank overdraft | 59,536 | 27,974 | |||||||
| Repayment of bank overdraft | (41,780 | ) | (40,661 | ) | |||||
| Long-term borrowings utilized | 4,082 | 2,763 | |||||||
| Repayment of long-term borrowings | (1,189 | ) | (1,148 | ) | |||||
| Repurchase of shares of common stock | (186 | ) | - | ||||||
| Non-refundable deal origination fees | - | (33 | ) | ||||||
| Net change in settlement obligations | 120 | (3,633 | ) | ||||||
| Net cash provided by (used in) financing activities | 20,583 | (14,738 | ) | ||||||
| Effect of exchange rate changes on cash | 132 | 1,921 | |||||||
| Net increase (decrease) in cash, cash equivalents and restricted cash | 4,369 | (4,355 | ) | ||||||
| Cash, cash equivalents and restricted cash - beginning of period | 81,538 | 76,639 | |||||||
| Cash, cash equivalents and restricted cash - end of period | $ | 85,907 | $ | 72,284 | |||||
(A) Revised Q1 FY2026 amounts to correct the error discussed in Note 1 of our Form 10-Q for the period ended September 30, 2026.
LESAKA TECHNOLOGIES, INC.
Unaudited Condensed Consolidated Balance Sheets
| Unaudited | Unaudited | ||||||||||
| September 30, | June 30, | ||||||||||
| 2026 | 2026 | ||||||||||
| (In thousands, except share data) | |||||||||||
| ASSETS | |||||||||||
| CURRENT ASSETS | |||||||||||
| Cash and cash equivalents | $ | 85,778 | $ | 81,409 | |||||||
| Restricted cash related to credit facilities | 129 | 129 | |||||||||
| Accounts receivable, net of allowance of - September: $3,641; June: $3,207 and other receivables | 51,117 | 43,765 | |||||||||
| Finance loans receivable, net of allowance of - September: $11,128; June: $10,119 | 115,390 | 103,810 | |||||||||
| Inventory | 24,017 | 20,113 | |||||||||
| Total current assets before settlement assets | 276,431 | 249,226 | |||||||||
| Settlement assets | 18,887 | 18,504 | |||||||||
| Total current assets | 295,318 | 267,730 | |||||||||
| PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of - September: $74,845; June: $69,766 | 53,929 | 50,212 | |||||||||
| OPERATING LEASE RIGHT-OF-USE | 27,809 | 20,161 | |||||||||
| EQUITY-ACCOUNTED INVESTMENTS | 1,363 | 295 | |||||||||
| GOODWILL | 215,419 | 215,298 | |||||||||
| INTANGIBLE ASSETS, including integrated platform of: - September: $70,087; June: $73,211 | 118,452 | 123,425 | |||||||||
| DEFERRED INCOME TAXES | 13,029 | 12,470 | |||||||||
| OTHER LONG-TERM ASSETS, including equity securities | 9,367 | 9,697 | |||||||||
| TOTAL ASSETS | 734,686 | 699,288 | |||||||||
| LIABILITIES | |||||||||||
| CURRENT LIABILITIES | |||||||||||
| Short-term credit facilities | 38,633 | 20,671 | |||||||||
| Accounts payable | 25,371 | 23,986 | |||||||||
| Other payables | 91,479 | 83,262 | |||||||||
| Operating lease liability - current | 4,933 | 4,408 | |||||||||
| Current portion of long-term borrowings | 16,092 | 16,114 | |||||||||
| Income taxes payable | 2,632 | 1,691 | |||||||||
| Total current liabilities before settlement obligations | 179,140 | 150,132 | |||||||||
| Settlement obligations | 18,721 | 18,530 | |||||||||
| Total current liabilities | 197,861 | 168,662 | |||||||||
| DEFERRED INCOME TAXES | 26,822 | 28,379 | |||||||||
| OPERATING LEASE LIABILITY - LONG TERM | 26,721 | 19,338 | |||||||||
| LONG-TERM BORROWINGS | 197,703 | 194,597 | |||||||||
| OTHER LONG-TERM LIABILITIES, including insurance policy liabilities | 4,169 | 3,988 | |||||||||
| TOTAL LIABILITIES | 453,276 | 414,964 | |||||||||
| REDEEMABLE COMMON STOCK | 69,686 | 78,972 | |||||||||
| EQUITY | |||||||||||
| LESAKA EQUITY: | |||||||||||
| COMMON STOCK | |||||||||||
| Authorized: 200,000,000 with $0.001 par value; | |||||||||||
| Issued and outstanding shares, net of treasury: September: 83,304,774; June: 83,306,794 | 84 | 84 | |||||||||
| PREFERRED STOCK | |||||||||||
| Authorized shares: 50,000,000 with $0.001 par value; | |||||||||||
| Issued and outstanding shares, net of treasury: September: -; June: - | - | - | |||||||||
| ADDITIONAL PAID-IN-CAPITAL | 163,024 | 152,554 | |||||||||
| TREASURY SHARES, AT COST: September: 2,548,472; June: 2,548,472 | (234 | ) | (234 | ) | |||||||
| ACCUMULATED OTHER COMPREHENSIVE LOSS | (166,234 | ) | (166,319 | ) | |||||||
| RETAINED EARNINGS | 215,084 | 219,267 | |||||||||
| TOTAL LESAKA EQUITY | 211,724 | 205,352 | |||||||||
| NON-CONTROLLING INTEREST | - | - | |||||||||
| TOTAL EQUITY | 211,724 | 205,352 | |||||||||
| TOTAL LIABILITIES, REDEEMABLE COMMON STOCK AND SHAREHOLDERS' EQUITY | $ | 734,686 | $ | 699,288 | |||||||
Unaudited Condensed Consolidated Financial Statements
Our unaudited condensed consolidated Statements of Operations for the three months ended September 30, 2026 and 2025 in ZAR are presented below. We have translated the results of operations information for the three months ended September 30, 2026 and 2025, provided in the tables below using the actual average exchange rates per month between the USD and ZAR.
LESAKA TECHNOLOGIES, INC.
Unaudited Condensed Consolidated Statements of Operations
| Unaudited | ||||||||
| Three months ended | ||||||||
| September 30, | ||||||||
| 2026 | 2025 | |||||||
| (In thousands) | ||||||||
| REVENUE | R | 3,005,676 | R | 3,023,546 | ||||
| EXPENSE | ||||||||
| Cost of goods sold, IT processing, servicing and support, exclusive of depreciation and amortization shown separately below (A) | 2,020,378 | 2,092,242 | ||||||
| Selling, general and administration, exclusive of depreciation and amortization shown separately below (A) | 765,732 | 653,897 | ||||||
| Movement in allowance for credit losses | 73,426 | 45,906 | ||||||
| Depreciation and amortization | 162,383 | 227,366 | ||||||
| Transaction costs related to Utilities and Bank Zero acquisitions | 945 | 1,762 | ||||||
| OPERATING (LOSS) INCOME | (17,188 | ) | 2,373 | |||||
| NET LOSS ON IMPAIRMENT OF EQUITY-ACCOUNTED INVESTMENT | - | 10,342 | ||||||
| INTEREST INCOME | 8,875 | 9,496 | ||||||
| INTEREST EXPENSE(A) | 69,345 | 88,422 | ||||||
| LOSS BEFORE INCOME TAX BENEFIT | (77,658 | ) | (86,895 | ) | ||||
| INCOME TAX BENEFIT | 8,494 | 2,572 | ||||||
| NET LOSS BEFORE EARNINGS FROM EQUITY-ACCOUNTED INVESTMENTS | (69,164 | ) | (84,323 | ) | ||||
| EARNINGS FROM EQUITY-ACCOUNTED INVESTMENTS | 1,118 | - | ||||||
| NET LOSS | (68,046 | ) | (84,323 | ) | ||||
| ADD NET LOSS ATTRIBUTABLE TO NON-CONTROLLING INTEREST | - | 2,058 | ||||||
| NET LOSS ATTRIBUTABLE TO LESAKA | R | (68,046 | ) | R | (82,265 | ) | ||
| Net loss per share, in South African Rands: | ||||||||
| Basic loss attributable to Lesaka shareholders | R | (0.81 | ) | R | (0.88 | ) | ||
| Diluted loss attributable to Lesaka shareholders | R | (0.81 | ) | R | (0.88 | ) | ||
(A) Revised Q1 FY2026 amounts to correct the error discussed in Note 1 of our Form 10-Q for the period ended September 30, 2026.
Our unaudited condensed consolidated Statements of Cash Flows for the three months ended September 30, 2026 and 2025 in ZAR are presented below. We have translated the cash flow information for the three months ended September 30, 2026 and 2025, provided in the tables below using the actual average exchange rates per month between the USD and ZAR.
| LESAKA TECHNOLOGIES, INC. | ||||||||
| Unaudited Condensed Consolidated Statements of Cash Flows | ||||||||
| Unaudited | ||||||||
| Three months ended | ||||||||
| September 30, | ||||||||
| 2026 | 2025 | |||||||
| (In thousands) | ||||||||
| Cash flows from operating activities | ||||||||
| Net loss (A) | R | (68,046 | ) | R | (84,323 | ) | ||
| Depreciation and amortization | 162,383 | 227,366 | ||||||
| Movement in allowance for doubtful accounts receivable and finance loans receivable | 73,426 | 45,906 | ||||||
| Fair value adjustment related to financial liabilities | (4,332 | ) | (34 | ) | ||||
| Net loss on impairment of equity-accounted investments | - | 10,342 | ||||||
| Earnings from equity-accounted investments | (1,118 | ) | - | |||||
| Profit on disposal of property, plant and equipment | (96 | ) | (532 | ) | ||||
| Interest payable | 783 | (938 | ) | |||||
| Facility fee amortized | 2,638 | 1,375 | ||||||
| Stock-based compensation charge | 22,287 | 32,762 | ||||||
| Changes in net working capital | ||||||||
| Increase in accounts receivable and other receivables | (129,119 | ) | (26,223 | ) | ||||
| Increase in finance loans receivable | (252,799 | ) | (122,127 | ) | ||||
| (Increase) Decrease in inventory | (63,795 | ) | 90,761 | |||||
| Increase (Decrease) in accounts payable and other payables (A) | 164,185 | 1,123 | ||||||
| Increase in taxes payable | 15,394 | 9,149 | ||||||
| Decrease in deferred taxes | (34,828 | ) | (26,284 | ) | ||||
| Net cash (used in) provided by operating activities | (113,037 | ) | 158,323 | |||||
| Cash flows from investing activities | ||||||||
| Capital expenditures | (134,102 | ) | (70,141 | ) | ||||
| Proceeds from disposal of property, plant and equipment | 7,573 | 7,977 | ||||||
| Acquisition of intangible assets | (13,507 | ) | (20,103 | ) | ||||
| Acquisition of equity-accounted investment | (12,149 | ) | - | |||||
| Repayment of loans by equity-accounted investments | 3,240 | - | ||||||
| Acquisition of insurance entity investments | (1,055 | ) | - | |||||
| Net change in settlement assets | (6,118 | ) | 72,633 | |||||
| Net cash used in investing activities | (156,118 | ) | (9,634 | ) | ||||
| Cash flows from financing activities | ||||||||
| Proceeds from bank overdraft | 972,097 | 493,117 | ||||||
| Repayment of bank overdraft | (678,807 | ) | (711,895 | ) | ||||
| Long-term borrowings utilized | 66,389 | 48,590 | ||||||
| Repayment of long-term borrowings | (19,360 | ) | (20,240 | ) | ||||
| Repurchase of shares of common stock | (3,013 | ) | - | |||||
| Non-refundable deal origination fees | - | (575 | ) | |||||
| Net change in settlement obligations | 2,945 | (62,587 | ) | |||||
| Net cash provided by (used in) financing activities | 340,251 | (253,590 | ) | |||||
| Effect of exchange rate changes on cash | (212 | ) | (7,496 | ) | ||||
| Net increase (decrease) in cash, cash equivalents and restricted cash | 70,884 | (112,397 | ) | |||||
| Cash, cash equivalents & restricted cash - beginning of period | 1,337,810 | 1,360,756 | ||||||
| Cash, cash equivalents & restricted cash - end of period | R | 1,408,694 | R | 1,248,359 | ||||
(A) Revised Q1 FY2026 amounts to correct the error discussed in Note 1 of our Form 10-Q for the period ended September 30, 2026.
Our unaudited condensed consolidated balance sheets as of September 30, 2026 and June 30, 2026 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 | ||||||||
| September 30, | June 30, | ||||||||
| 2026 | 2026 | ||||||||
| (In thousands, except share data) | |||||||||
| ASSETS | |||||||||
| CURRENT ASSETS | |||||||||
| Cash and cash equivalents | R | 1,406,579 | R | 1,335,694 | |||||
| Restricted cash related to credit facilities | 2,115 | 2,117 | |||||||
| Accounts receivable, net of allowance and other receivables | 838,211 | 718,061 | |||||||
| Finance loans receivable, net | 1,892,154 | 1,703,231 | |||||||
| Inventory | 393,828 | 329,998 | |||||||
| Total current assets before settlement assets | 4,532,887 | 4,089,101 | |||||||
| Settlement assets | 309,707 | 303,599 | |||||||
| Total current assets | 4,842,594 | 4,392,700 | |||||||
| PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of - September: R1,227,301; June: R1,144,665 | 884,322 | 823,838 | |||||||
| OPERATING LEASE RIGHT-OF-USE | 456,009 | 330,786 | |||||||
| EQUITY-ACCOUNTED INVESTMENTS | 22,350 | 4,840 | |||||||
| GOODWILL | 3,532,419 | 3,532,437 | |||||||
| INTANGIBLE ASSETS, including integrated platform of- September: R1,149,280; June: R1,201,188 | 1,942,364 | 2,025,059 | |||||||
| DEFERRED INCOME TAXES | 213,648 | 204,598 | |||||||
| OTHER LONG-TERM ASSETS | 153,599 | 159,101 | |||||||
| TOTAL ASSETS | 12,047,305 | 11,473,359 | |||||||
| LIABILITIES | |||||||||
| CURRENT LIABILITIES | |||||||||
| Short-term credit facilities | 633,500 | 339,153 | |||||||
| Accounts payable | 416,031 | 393,543 | |||||||
| Other payables | 1,500,063 | 1,366,096 | |||||||
| Operating lease liability - current | 80,891 | 72,323 | |||||||
| Current portion of long-term borrowings | 263,875 | 264,386 | |||||||
| Income taxes payable | 43,159 | 27,745 | |||||||
| Total current liabilities before settlement obligations | 2,937,519 | 2,463,246 | |||||||
| Settlement obligations | 306,985 | 304,025 | |||||||
| Total current liabilities | 3,244,504 | 2,767,271 | |||||||
| DEFERRED INCOME TAXES | 439,824 | 465,620 | |||||||
| OPERATING LEASE LIABILITY - LONG TERM | 438,168 | 317,282 | |||||||
| LONG-TERM BORROWINGS | 3,241,914 | 3,192,792 | |||||||
| OTHER LONG-TERM LIABILITIES, including insurance policy liabilities | 68,363 | 65,432 | |||||||
| TOTAL LIABILITIES | 7,432,773 | 6,808,397 | |||||||
| TOTAL EQUITY AND REDEEMABLE COMMON STOCK | R | 4,614,532 | R | 4,664,962 | |||||
| Exchange rate $1: ZAR | 16.3979 | 16.4072 | |||||||
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 September 30, 2026 and 2025
| 2026 | 2025 | |||||
| Net loss (USD'000)(A) | (4,183 | ) | (4,658 | ) | ||
| Adjustments: | ||||||
| Net loss on impairment/disposal of equity method investments | - | 584 | ||||
| Profit on sale of property, plant and equipment | (6 | ) | (30 | ) | ||
| Tax effects on above | 2 | 8 | ||||
| Net loss used to calculate headline earnings (USD'000)(A) | (4,187 | ) | (4,096 | ) | ||
| Weighted average number of shares used to calculate net loss per share basic loss and headline loss per share basic loss ('000) | 83,340 | 81,327 | ||||
| Weighted average number of shares used to calculate net loss per share diluted loss and headline loss per share diluted loss ('000) | 83,340 | 81,327 | ||||
| Headline loss per share: | ||||||
| Basic, in USD | (0.05 | ) | (0.05 | ) | ||
| Diluted, in USD | (0.05 | ) | (0.05 | ) |
(A) Revised Q1 FY2026 amounts to correct the error discussed in Note 1 of our Form 10-Q for the period ended September 30, 2026.
Calculation of the denominator for headline diluted loss per share
| Three months ended September 30, |
|||||||
| 2026 | 2025 | ||||||
| ('000) | |||||||
| Basic weighted-average common shares outstanding and unvested restricted shares expected to vest under GAAP | 83,340 | 81,327 | |||||
| Denominator for headline diluted loss per share | 83,340 | 81,327 | |||||
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.