Lesaka Q1 FY2027 adjusted earnings fall 25%

FY2027 guidance includes the pending Bank Zero acquisition, subject to regulatory approval and customary closing conditions.

Available on EDGAR 11/04/2026 - 04:06 PM EST Accepted by SEC EDGAR 11/04/2026 - 04:05 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Lesaka Technologies, Inc. said Q1 FY2027 results were in line with expectations and reaffirmed FY2027 guidance. Revenue was $184.572 million, down 0.6% year over year, while non-GAAP Net Revenue was $97.223 million, up 8%. Group Adjusted EBITDA was $13.514 million, down 17%, and adjusted earnings were $3.702 million, down 25%. Net loss attributable to Lesaka narrowed 17% to $4.183 million. Merchant-segment revenue fell 13% and segment Adjusted EBITDA fell 51%; Consumer and Enterprise segment revenue rose 24% and 60%, respectively. Q1 FY2026 comparative figures were revised to correct the error discussed in Lesaka’s September 30, 2026 Form 10-Q.

For Q2 FY2027, Lesaka expects Net Revenue of ZAR 1.62 billion to ZAR 1.72 billion, Group Adjusted EBITDA of ZAR 280 million to ZAR 320 million, and adjusted earnings per share of ZAR 1.00 to ZAR 1.40. It reaffirmed FY2027 guidance of ZAR 7.0 billion to ZAR 7.7 billion in Net Revenue, ZAR 1.45 billion to ZAR 1.60 billion in Group Adjusted EBITDA, and ZAR 7.50 to ZAR 8.50 adjusted earnings per share. FY2027 guidance includes the pending Bank Zero acquisition, subject to Financial Surveillance Department of the South African Reserve Bank regulatory approval and other customary closing conditions, and excludes unannounced mergers and acquisitions.

2 points · 0 major

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Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

0 major · 3 points

How the balance works

Positive

• Moderate pointNon-GAAP Net Revenue increased 8% to $97.223 million.
• Moderate pointNet loss attributable to Lesaka narrowed 17% to $4.183 million.

Negative

• Moderate pointGroup Adjusted EBITDA declined 17% to $13.514 million.
• Moderate pointAdjusted earnings fell 25% to $3.702 million.
• Minor pointMerchant-segment Adjusted EBITDA fell 51% to $4.716 million.

Filing Explained

The November 4 Form 8-K reports completed Q1 FY2027 results: operating activities used USD 6,801 thousand despite adjusted earnings of USD 3,702 thousand, and cash and equivalents were USD 85,778 thousand at September 30, 2026—so positive adjusted earnings did not mean positive operating cash flow in the quarter.

8-K Event Classification

2 items: 2.02, 9.01

2 items

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.

Key Figures

Revenue: $184.572 million Net Revenue: $97.223 million Group Adjusted EBITDA: $13.514 million +3 more

6 metrics

Revenue $184.572 million Q1 FY2027; down 0.6% from $171.448 million in Q1 FY2026

Net Revenue $97.223 million Q1 FY2027; up 8% from $83.437 million in Q1 FY2026

Group Adjusted EBITDA $13.514 million Q1 FY2027; down 17% from $15.095 million in Q1 FY2026

Net loss attributable to Lesaka $4.183 million loss Q1 FY2027; 17% narrower than the $4.658 million loss in Q1 FY2026

Adjusted earnings $3.702 million Q1 FY2027; down 25% from $4.588 million in Q1 FY2026

Adjusted earnings per share $0.04 Q1 FY2027; down 26% from $0.06 in Q1 FY2026

Key Terms

Net Revenue, Group Adjusted EBITDA, Pinned Airtime, Pinless Airtime, +1 more

5 terms

Net Revenue financial

"Net revenue is a non-GAAP financial measure"

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.

Group Adjusted EBITDA financial

"Group Adjusted EBITDA is net loss before interest, taxes, depreciation and amortization"

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.

Pinned Airtime technical

"sell prepaid airtime vouchers ("Pinned Airtime") which was held as inventory"

Pinned airtime is paid or guaranteed broadcast time that a company reserves or locks into a specific slot on radio, TV, or digital livestreams so its message or advertisement definitely airs at a predictable moment. For investors, pinned airtime matters because it shows a company is committing resources to reach a targeted audience at a known time—like booking the front-row billboard of a parade—and can influence sales, brand awareness, and the timing of market-sensitive announcements.

Pinless Airtime technical

"prepaid airtime vouchers (which we do not hold as inventory) ("Pinless Airtime")"

A prepaid mobile credit top-up delivered directly to a phone number without the user needing to enter a printed or digital PIN code. For investors, pinless airtime affects how quickly and easily customers buy service — similar to tap-to-pay versus redeeming a gift card with a code — which can boost sales, reduce customer support and fraud friction, and change revenue timing and distribution costs for carriers and retailers.

HEPS financial

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

Earnings Snapshot

Revenue: $184.572 million · Guidance included

Q1 FY2027, three months ended September 30, 2026

Revenue $184.572 million down 0.6% year over year from $171.448 million

Net Revenue $97.223 million up 8% year over year from $83.437 million

Group Adjusted EBITDA $13.514 million down 17% year over year from $15.095 million

Net loss attributable to Lesaka $4.183 million loss 17% narrower year over year from $4.658 million loss

Adjusted earnings $3.702 million down 25% year over year from $4.588 million

Adjusted earnings per share $0.04 down 26% year over year from $0.06

Guidance

Q2 FY2027: 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. FY2027: 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How did LSAK’s Q1 FY2027 results compare with Q1 FY2026?

Revenue was $184.572 million, down 0.6%, while non-GAAP Net Revenue rose 8% to $97.223 million. Group Adjusted EBITDA fell 17% to $13.514 million, and adjusted earnings fell 25% to $3.702 million. Net loss attributable to Lesaka narrowed 17% to $4.183 million.

What guidance did LSAK reaffirm for FY2027?

Lesaka reaffirmed FY2027 Net Revenue guidance of ZAR 7.0 billion to ZAR 7.7 billion, Group Adjusted EBITDA of ZAR 1.45 billion to ZAR 1.60 billion, and adjusted earnings per share of ZAR 7.50 to ZAR 8.50. The guidance includes 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.

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

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false 2026-11-04 0001041514 Lesaka Technologies, Inc. 0001041514 2026-11-04 2026-11-04

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): November 4, 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.)

7 Parks Boulevard
Oxford Parks, 1st Floor
Dunkeld, 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 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.

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