Nayax Ltd 6-K, filed Oct 20, 2022
Nayax Ltd. (NYAX)
6-K
2022-10-20
For: 2022-10-20
View Original
Added on
April 10, 2026
About this 6-K
Nayax Ltd filed this 6-K on October 20, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16
OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of October, 2022
Commission file number: 001-41491
NAYAX LTD.
(Translation of registrant’s name into English)
Arik Einstein Street, Bldg. B, 1st Floor
Herzliya 4659071, Israel
(Address of principal executive offices)
_____________________
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
EXPLANATORY NOTE
On October 20, 2022, Nayax Ltd. issued a press release titled "Nayax Provides Q3 2022 Preliminary KPI Data". A copy of the press release is furnished as Exhibit 99.1 hereto.
Exhibit 99.1 to this Report on Form 6-K is hereby incorporated by reference into the Company’s Registration Statement on Form S-8 (File Nos. 333-267542).
EXHIBIT INDEX
The following exhibit is furnished as part of this Form 6-K:
| Exhibit |
Description
|
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
NAYAX LTD.
|
|||
|
By:
|
/s/ Michael Galai
|
||
|
Name: Michael Galai
|
|||
|
Title: Chief Legal Officer
|
|||
Date: October 20, 2022
3
Exhibit 99.1
Nayax Provides Q3 2022 Preliminary KPI Data
Plans to Announce Third Quarter 2022 Financial Results
on Wednesday November 16, 2022
HERZLIYA, Israel, October 20, 2022 -- Nayax Ltd. (TASE: NYAX), a global commerce enablement and payments platform designed to enable retailers to provide
consumers with digital, cashless, connected commerce experiences, and enhance consumer loyalty and conversion, today announced that it will release its financial results for the third quarter of 2022 on Wednesday, November 16, 2022. Details of the
calls can be found below.
“Nayax delivered outstanding results in the third quarter, with preliminary revenue growth of 52% over the prior year quarter," said Yair Nechmad, Chief Executive Officer and Chairman of the Board.
“We continued to see business momentum and strong demand across our global and diverse footprint, highlighted by strong customer additions and higher growth in managed and connected devices. Our Q3 results reflect some of the best performances in
Nayax’s history and the consistent performance shows that the Nayax team is executing exceptionally well on our strategic growth pillars. We are pleased with the ongoing business momentum and strong results we have seen throughout the year, giving
us the confidence in our differentiated market position and growth outlook.”
Revenue for Q3 2022 is expected to be between $46.5 million and $47.5 million, an increase of 52% in comparison to Q3 2021. For all Q3 2022 revenue related calculations (both IFRS and non-IFRS
calculations, as provided below) the mid-point of the preliminary revenue range was taken; the mid-point of total revenues is $47.0 million.
|
Q3 2022
|
Q3 2021
|
YoY/ %
|
Q3 2022
|
Q2 2022
|
QoQ/ %
|
|||
|
Recurring Revenue ($M) (*)
|
$26.8
|
$19.7
|
$7.1/ 36%
|
$26.8
|
$25.4
|
$1.4 / 6%
|
||
|
POS Devices Revenue ($M) (**)
|
$20.2
|
$11.2
|
$9.0/ 80%
|
$20.2
|
$15.8
|
$4.4 / 28%
|
||
|
Total Revenue ($M) - IFRS
|
$47.0
|
$30.9
|
$16.1 / 52%
|
$47.0
|
$41.2
|
$5.8 / 14%
|
(*) Recurring Revenue, a non-IFRS item, is comprised of SaaS revenue and payment processing fees.
(**) POS Devices Revenue, a non-IFRS item, includes revenues that are derived from the sale of our hardware products, including approximately $3.6M generated by OTI, consolidated for the first time
in Q3 2022.
| • |
Number of Managed and Connected Devices was approximately 685,000, an increase of 48% over Q3 2021.
|
|
As of Sep 30, 2022
|
As of Sep 30, 2021
|
YoY/ %
|
As of Sep 30, 2022
|
As of Jun 30, 2022
|
QoQ/ %
|
||
|
# Of Managed and Connected Devices
|
685,000(*)
|
463,000
|
222,000 / 48%
|
685,000(*)
|
595,000
|
90,000 / 15%
|
(*) Number of managed and connected devices includes 47,000 generated by OTI, consolidated for the first time in Q3 2022.
| • |
Number of Customers grew to approximately 42,000, an increase of 56% over Q3 2021.
|
|
As of Sep 30, 2022
|
As of Sep 30, 2021
|
YoY/ %
|
As of Sep 30, 2022
|
As of Jun 30, 2022
|
QoQ/ %
|
||
|
# Of Customers
|
42,000
|
27,000
|
15,000 / 56%
|
42,000
|
38,000
|
4,000 / 11%
|
| • |
The number of Processed Transactions during Q3 2022 was approximately 341 million, an increase of 56% over Q3 2021
|
|
Q3 2022
|
Q3 2021
|
YoY/ %
|
Q3 2022
|
Q2 2022
|
QoQ/ %
|
||
|
Processed Transactions Volume (M)
|
341M
|
218M
|
123M / 56%
|
341M
|
316M
|
25M / 8%
|
Use of Non-IFRS Financial Information and Other Company Metrics
The Company supplements its consolidated financial statements presented in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board
(“IFRS”) with certain non-IFRS financial information, including Recurring Revenue and POS Devices Revenue, and certain other metrics (which are not considered non-IFRS financial information), including # Of Managed and Connected Devices, # Of
Customers and Processed Transactions Volume.
The Company believes that this information provides investors with greater insight, increased transparency and allows for a more comprehensive understanding of the information used by management in
its financial and operational decision-making. In addition, the Company believes that the non-IFRS financial information and other metrics provide useful information to investors by reflecting additional ways of viewing Nayax's operations that help
our investors to better understand the long-term growth trends of our business, and facilitates easier comparisons of our growth over different periods.
Reconciliation of non-IRFS measures to their most directly comparable IFRS measures is included above. These non-IFRS financial measures should be considered in addition to, and not as a
replacement for, or superior to, the comparable IFRS measure, and may not be comparable to similarly titled measures reported by other companies
Conference Call
Nayax will host two conference calls and webcasts. The first in English and the other in Hebrew to discuss third quarter 2022 results on November 16, 2022. The call in English will be held at 8:30
a.m. Eastern Time, 3:30 p.m. Israel Time and 5:30 a.m. Pacific Time, followed by the conference call in Hebrew at 9:30 a.m. Eastern Time, 4:30 p.m. Israel time and 6:30 a.m. Pacific Time Participating on the call will be Yair Nechmad, Chief
Executive Officer and Sagit Manor, Chief Financial Officer.
We encourage participants to pre-register for the conference call using the link below. Callers who pre-register will be given a unique PIN to gain immediate access to the call, bypassing the live
operator. Participants may pre-register any time, including up to and after the call start time. You will immediately receive an online confirmation, an email with the dial in number and a calendar invitation for the event.
The call in English will be held at 8:30 a.m. Eastern Time, 3:30 p.m. Israel Time and 5:30 a.m. Pacific Time
To pre-register, go to:
https://services.choruscall.ca/DiamondPassRegistration/register?confirmationNumber=10020395&linkSecurityString=187e0eaf56
For those who are unable to pre-register, kindly join the conference call by using one of the dial-in numbers or clicking the webcast link below.
U.S. TOLL-FREE: 1-855-327-6837
ISRAEL TOLL-FREE: 1-809-458-327
INTERNATIONAL TOLL-FREE: 1-631-891-4304
WEBCAST LINK:
ISRAEL TOLL-FREE: 1-809-458-327
INTERNATIONAL TOLL-FREE: 1-631-891-4304
WEBCAST LINK:
https://viavid.webcasts.com/starthere.jsp?ei=1573909&tp_key=6bcef1ee6f
Participants may also register and join the conference call by visiting the Events section of the Nayax website, found here: https://ir.nayax.com/events-and-presentations/default.aspx
A replay of the conference call will be available from November 16, 2022 following the call, until November 30, 2022. To access the replay, please dial one of the following numbers:
Replay TOLL-FREE: 1-844-512-2921
Replay TOLL/INTERNATIONAL: 1-412-317-6671
Replay Pin Number: 10020395
Replay TOLL/INTERNATIONAL: 1-412-317-6671
Replay Pin Number: 10020395
An archive of the conference call will be available on Nayax's Investor Relations website
https://ir.nayax.com/overview/default.aspx
Conference call in Hebrew at 9:30 a.m. Eastern Time, 4:30 p.m. Israel time and 6:30 a.m. Pacific Time
https://us02web.zoom.us/webinar/register/WN_ASq9su4QQLiuA9zD8fNlQQ
ABOUT NAYAX
Nayax is a global commerce enablement and payments platform designed to help merchants scale their business. Nayax offers a complete solution including localized cashless payment acceptance, management suite, and
consumer engagement tools, enabling merchants to conduct commerce anywhere, at any time. With foundations and global leadership in serving unattended retail, Nayax has transformed into a comprehensive solution focused on our customers' growth
across channels. Today, Nayax has 9 global offices, over 800 employees, connections to more than 80 merchant acquirer and payment method integrations and is a recognized payment facilitator worldwide. Nayax's mission is to improve our customers'
revenue potential and operational efficiency. Visit www.nayax.com for more information.
Forward looking statements
This press release contains statements that constitute forward-looking statements. Many of the forward-looking statements contained in this registration statement can be
identified by the use of forward-looking words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “estimate” and “potential,” among others. Forward-looking statements include, but are not limited to, statements
regarding our intent, belief or current expectations. Forward-looking statements are based on our management’s beliefs and assumptions and on information currently available to our management. Such statements are subject to risks and uncertainties,
and actual results may differ materially from those expressed or implied in the forward-looking statements due to of various factors, including, but not limited to: our expectations regarding general market conditions, including as a result of the
COVID-19 pandemic and other global economic trends; general economic, political, demographic and business conditions in Israel; fluctuations in inflation and exchange rates in Israel; our ability to implement our growth strategy; the success of
operating initiatives, including advertising and promotional efforts and new product and concept development by us and our competitors; our ability to compete and conduct our business in the future; changes in consumer tastes and preferences; the
availability of qualified personnel and the ability to retain such personnel; changes in commodity costs, labor, distribution and other operating costs; changes in government regulation and tax matters; other factors that may affect our financial
condition, liquidity and results of operations; and other risk factors discussed under “Risk Factors” in Amendment No. 1 to our Registration Statement on Form 20-F filed with the SEC on September 12, 2022 (our "Registration Statement"). The
preceding list is not intended to be an exhaustive list of all of our forward-looking statements. The forward- looking statements are based on our beliefs, assumptions and expectations of future performance, taking into account the information
currently available to us. These statements are only estimates based upon our current expectations and projections about future events. There are important factors that could cause our actual results, levels of activity, performance or achievements
to differ materially from the results, levels of activity, performance or achievements expressed or implied by the forward-looking statements. In particular, you should consider the risks provided under “Risk Factors” in our Registration Statement.
You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that future results, levels of activity,
performance and events and circumstances reflected in the forward-looking statements will be achieved or will occur. Each forward-looking statement speaks only as of the date of the particular statement. Except as required by law, we undertake no
obligation to update publicly any forward-looking statements for any reason, to conform these statements to actual results or to changes in our expectations.
Investor Relations Contact:
ICR, Inc.
ir@nayax.com
ICR, Inc.
ir@nayax.com