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Lesaka posts FY2026 GAAP profit, issues 2027 guidance

Lesaka posts first full-year GAAP profit, strong non-GAAP growth and issues FY2027 guidance that builds on FY2026 momentum.

(Very High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Lesaka Technologies, Inc. (LSAK) reported results for Q4 and full year FY2026, delivering on all guidance metrics, exceeding its Adjusted EPS range and achieving its first full-year GAAP profitability since the business was reshaped in 2022. FY2026 revenue was $721.6 million, up 1.7% year-on-year, while Net Revenue rose 20% to $374.9 million.

Operating income improved from a loss of $28.0 million in FY2025 to income of $12.7 million, and net income attributable to Lesaka swung from a $91.0 million loss to a $2.8 million profit$75.7 million, and Adjusted earnings per share rose to $0.39 from $0.12. Q4 FY2026 results showed continued momentum, with Net Revenue up 8% and Adjusted EPS tripling to $0.15.

Consumer and Enterprise segments delivered strong growth, while Merchant revenue declined. Management issued FY2027 guidance in ZAR that implies further growth in Net Revenue, Group Adjusted EBITDA and Adjusted EPS and includes the impact of the pending Bank Zero acquisition, subject to regulatory approvals. Lesaka also disclosed immaterial revisions to prior-period tax and equity presentation errors, which have been corrected in its FY2026 Form 10-K.

Positive

  • First full-year GAAP profitability since 2022, with FY2026 net income of $2.8 million versus a $91.0 million loss in FY2025.
  • Strong improvement in profitability: Group Adjusted EBITDA up 41% to $75.7 million and Adjusted EPS up 210% to $0.39.
  • Q4 FY2026 earnings momentum: Adjusted EPS tripled to $0.15 and Group Adjusted EBITDA rose 22% year-on-year.
  • High-growth segments: Consumer segment revenue grew 38% and segment Adjusted EBITDA 78% in FY2026; Enterprise segment Adjusted EBITDA increased 474%.
  • FY2027 guidance in ZAR targets further increases in Net Revenue (ZAR 7.0–7.7 billion), Group Adjusted EBITDA (ZAR 1.45–1.60 billion) and Adjusted EPS (ZAR 7.50–8.50).

Negative

  • Top-line growth remains modest: FY2026 revenue increased only 1.7% year-on-year to $721.6 million.
  • Merchant segment under pressure, with FY2026 revenue down 10% and Q4 FY2026 Merchant segment Adjusted EBITDA down 33% year-on-year.
  • Company expects once-off restructuring costs in the Merchant business to impact Q1 FY2027 results.
  • Lesaka identified and corrected prior-period errors in deferred income taxes and equity presentation, assessed as immaterial but affecting filings since FY2006 for certain items.

Filing Explained

The filing adds a completed-period liquidity view: FY2026 net cash from operating activities was $52,444 thousand, while June 30 cash and cash equivalents were $81,409 thousand.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
FY2026 Revenue $721.6 million Year ended June 30, 2026; 1.7% higher than FY2025
FY2026 Net Revenue (non-GAAP) $374.9 million Up 20% versus FY2025
FY2026 Net income attributable to Lesaka $2.8 million Compared with a $91.0 million loss in FY2025
FY2026 Group Adjusted EBITDA $75.7 million 41% increase from $49.8 million in FY2025
FY2026 Adjusted EPS $0.39 Up from $0.12 in FY2025 (210% increase)
Q4 FY2026 Net Revenue (non-GAAP) $98.5 million 8% higher than Q4 FY2025
FY2027 Net Revenue guidance ZAR 7.0–7.7 billion Guidance for year ending June 30, 2027
Cash and cash equivalents $81.4 million Balance at June 30, 2026
Group Adjusted EBITDA financial
"Group Adjusted EBITDA (2)(3) | 75,742"
Group adjusted EBITDA is a company’s consolidated measure of operating profit that strips out interest, taxes, depreciation and amortization and also removes one‑time or unusual items to show recurring core earnings across the whole corporate group. Investors use it like a simplified engine check — it highlights underlying cash‑generating performance and comparability between periods or peers, but it is not a standardized accounting figure so the exact adjustments can vary.
Net Revenue financial
"Net Revenue (2) | 374,873"
Net revenue is the total amount of money a company earns from selling its products or services after subtracting any returns, discounts, or refunds. It shows how much actual income the company keeps from its sales. This figure is important because it reveals the true earnings from business activities, helping people understand how well the company is doing.
Adjusted Earnings per Share financial
"Adjusted Earnings per Share (2)(3) | 0.39"
Adjusted Earnings Per Share shows how much profit a company makes for each share of stock, but it removes unusual or one-time items like big expenses or gains. This helps investors see the company's true ongoing performance, making it easier to compare how well different companies are doing over time.
Immaterial revision of prior period information regulatory
"Also refer to Immaterial revision of prior period information section below."
headline earnings (loss) per share financial
"Headline earnings (loss) per share ("HEPS")"
Headline earnings (loss) per share shows the profit or loss for each share after removing one‑off or unusual items (such as large asset sales, write‑downs or restructuring costs) so that underlying, repeatable business performance is clearer. Investors use it like checking a car’s fuel efficiency without one‑time repair costs: it offers a cleaner basis for comparing companies and periods, and can influence valuations, dividend expectations and buy/sell decisions.
once-off items financial
"Once-off items are non-recurring in nature, however, certain items may be reported"
FY2026 Revenue $721.6 million Up 1.7% versus FY2025
FY2026 Net Revenue (non-GAAP) $374.9 million Up 20% versus FY2025
FY2026 Net income attributable to Lesaka $2.8 million From a $91.0 million loss in FY2025 to profit
FY2026 Group Adjusted EBITDA $75.7 million 41% increase from $49.8 million in FY2025
FY2026 Adjusted EPS $0.39 Up from $0.12 in FY2025 (210% increase)
Q4 FY2026 Net Revenue (non-GAAP) $98.5 million 8% increase versus Q4 FY2025
Guidance

For FY2027 Lesaka guides to Net Revenue of ZAR 7.0–7.7 billion, Group Adjusted EBITDA of ZAR 1.45–1.60 billion, and Adjusted EPS of ZAR 7.50–8.50; for Q1 FY2027 it expects Net Revenue of ZAR 1.58–1.66 billion, Group Adjusted EBITDA of ZAR 200–240 million, and Adjusted EPS of ZAR 0.40–0.60.

FAQ

How did Lesaka Technologies (LSAK) perform financially in FY2026?

Lesaka reported FY2026 revenue of $721.6 million (up 1.7%), Net Revenue of $374.9 million (up 20%), Group Adjusted EBITDA of $75.7 million (up 41%), and achieved net income of $2.8 million versus a $91.0 million loss in FY2025.

What were Lesaka Technologies’ Q4 FY2026 results?

In Q4 FY2026, Lesaka generated revenue of $188.3 million (up 0.8%), Net Revenue of $98.5 million (up 8%), Group Adjusted EBITDA of $22.3 million (up 22%), and Adjusted EPS of $0.15 versus $0.05 in Q4 FY2025.

What FY2027 guidance did Lesaka Technologies (LSAK) provide?

For FY2027, Lesaka expects Net Revenue between ZAR 7.0–7.7 billion, Group Adjusted EBITDA between ZAR 1.45–1.60 billion, and Adjusted EPS between ZAR 7.50–8.50, all measured in South African rand and including the pending Bank Zero acquisition.

How are Lesaka’s business segments performing in FY2026?

In FY2026, Merchant revenue fell 10% with segment Adjusted EBITDA down 6%; Consumer revenue rose 38% with segment Adjusted EBITDA up 78%; Enterprise revenue grew 62% and segment Adjusted EBITDA increased 474% year-on-year.

Did Lesaka Technologies (LSAK) report any accounting or reporting issues?

Lesaka disclosed errors in prior-period accounting for deferred income taxes and presentation of treasury shares and additional paid-in capital. After assessing under SAB 99 and SAB 108, it concluded prior financial statements were not materially misstated and revised FY2025 amounts.

What is Lesaka’s Q1 FY2027 outlook?

For Q1 FY2027, Lesaka expects Net Revenue of ZAR 1.58–1.66 billion, Group Adjusted EBITDA of ZAR 200–240 million, and Adjusted EPS of ZAR 0.40–0.60, reflecting normal seasonality and expected once-off restructuring costs in the Merchant business.

How many shares were used to calculate Lesaka’s FY2026 Adjusted EPS?

For FY2026, Lesaka calculated Adjusted EPS using a weighted average of 82.79 million shares, which includes basic weighted-average common shares, unvested restricted shares expected to vest, in-the-money stock options and acquisition-related shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates

false 2026-09-09 0001041514 Lesaka Technologies, Inc. 0001041514 2026-09-09 2026-09-09

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

FORM 8-K

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

Date of Report (Date of earliest event reported): September 9, 2026

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

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

President Place, 4th Floor, Cnr.
Jan Smuts Avenue and Bolton Road
Rosebank, Johannesburg, South Africa 2196
(Address of principal executive offices) (ZIP Code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

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

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

Emerging growth company

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


Item 2.02. Results of Operations and Financial Condition.

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

On September 9, 2026, Lesaka Technologies, Inc., a Florida corporation (the "Company"), issued a press release setting forth its financial results for the fourth quarter and year ended June 30, 2026.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibits Description
99.1 Press Release, dated September 9, 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: September 9, 2026 By: /s/ Dan Smith
  Name: Dan Smith
  Title: Group Chief Financial Officer



Exhibit 99.1

Lesaka's FY2026 Results: Lesaka delivers FY2026 guidance across all metrics, exceeds Adjusted EPS range and achieves GAAP profitability

JOHANNESBURG, September 9, 2026 - Lesaka Technologies, Inc. (Nasdaq: LSAK; JSE: LSK) today released results for the fourth quarter ("Q4 2026") and full year of fiscal 2026 ("FY2026").

FY2026 performance1:

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

Group Level USD 
(In thousands, except per share data)
  ZAR 
(In thousands, 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%
                     
Segment Level USD
(In thousands)
  ZAR
(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 performance1:

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

Group Level USD 
(In thousands, except per share data)
  ZAR 
(In thousands, 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%
                     
Segment Level USD
(In thousands)
  ZAR
(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 '000)
    E(L)PS, basic
(USD)
    Net income (loss)
(ZAR '000)
    E(L)PS, basic
(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) 
(USD '000)
    E(L)PS, basic
(USD)
    Net income (loss) 
(ZAR '000)
    E(L)PS, basic
(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
June 30,
    Year ended
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   R 3,080,538   R 12,180,962   R 11,980,399
                         
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   R 1,360,756   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
June 30,
    Year ended
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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