v3.26.1
Goodwill And Intangible Assets, Net
 9 Months Ended
Mar. 31, 2026
Goodwill And Intangible Assets, Net [Abstract]  
Goodwill And Intangible Assets, Net
7.
Goodwill and intangible assets, net
Goodwill
Summarized below is the movement in the carrying value of goodwill
for the nine months ended March 31, 2026:
Gross value
Accumulated
impairment
Carrying
value
Balance as of June 30, 2025
$
236,109
$
(36,714)
$
199,395
Impairment loss
-
(388)
(388)
Acquisition (Note 2)
1,586
-
1,586
Deconsolidation of Humble (Note 2)
(1,515)
-
(1,515)
Foreign currency adjustment
(1)
9,306
(1,261)
8,045
Balance as of March 31, 2026
$
245,486
$
(38,363)
$
207,123
(1) – The foreign currency adjustment represents the effects of the fluctuations
of the South African rand against the U.S. dollar
on the carrying value.
Impairment loss
The Company assesses the carrying
value of goodwill for impairment
annually, or more
frequently, whenever
events occur and
circumstances change indicating potential impairment. The Company
performs its annual impairment test as at June 30 of each year.
In order to determine
the amount of goodwill
impairments, the estimated
fair value of the
Company’s
reporting units’ business
assets and liabilities were compared to the carrying value of their assets and liabilities. The Company typically uses a discounted cash
flow model in order to determine the fair value of its businesses (this is a Level-3 fair value
measurement), however the reporting unit
impairment during
the three
and nine
months ended
March 31,
2026, did
not have
any future
cash flows
to discount
following the
termination of its sole revenue generating contract with a customer. Based on this analysis, the Company determined that the carrying
value of the reporting units’ business assets and liabilities exceeded their fair
value at the reporting date.
In determining the
fair value
of the
reporting unit, the
Company considered key
judgements related to
the reporting unit’s ongoing
revenue growth rates and the reporting unit’s
ability to continue to operate as a going concern.
Nine months ended March 31, 2026, impairment
loss
The Company recognized
an impairment loss
of $
0.4
million as a result
of the impairment
analysis performed
as of March
31,
2026, related to goodwill allocated to its
Switchpay reporting unit within its Merchant segment. The
impairment is included within the
caption impairment loss in the
unaudited condensed consolidated statement
of operations for the three and nine
months ended March
30, 2026.
At June 30, 2025, the fair value of the Switchpay reporting unit exceeded
its carrying value by
50
%. The impairment loss in the
Switchpay reporting unit resulted
from the termination of its
sole customer contract
during fiscal 2026 which adversely
impacted its
future cash flows,
growth prospects and its ability to continue as a going concern.
The table presents the components of impairment loss for the three and nine
months ended March 31, 2026:
Three months ended
March 31, 2026
Nine months ended
March 31, 2026
Goodwill impairment loss
$
388
$
388
Impairment of right-of-use assets (Note 17)
1,528
1,528
Impairment of property,
plant and equipment
(1)
688
688
Balance as of March 31, 2026
$
2,604
$
2,604
(1)
During
the
three
and
nine months
ended
March
31,
2026,
the
Company
commenced
the
process
to
wind
down
its ATM
business and recognized an impairment related to ATMs
recorded in property, plant and equipment
to reduce the carrying amounts of
these assets to
their estimated recoverable
values. The recoverable
values were determined
based on estimated
proceeds expected
to
be
realized
primarily
through the
piecemeal
disposal
of
the
assets.
The
Company’s
management
estimated
the
recoverable
values
based on
observable market
pricing for
similar assets,
adjusted for
the condition,
age and
expected timing
of sale.
These estimates
represent management’s best estimate of fair value
less costs to sell.
The fair value measurements associated
with the impairment were
classified
within
Level
3
of
the
fair
value
hierarchy,
as
the
valuation
incorporates
significant
unobservable
inputs,
including
assumptions regarding expected
selling prices and
market demand for
used ATM
equipment. Actual proceeds
may differ from
these
estimates arising from changes in market conditions or the timing and manner of disposal.
7.
Goodwill and intangible assets, net (continued)
Goodwill (continued)
Goodwill has been allocated to the Company’s
reportable segments as follows:
Merchant
Consumer
Enterprise
Carrying
value
Balance as of June 30, 2025
$
179,634
$
6,027
$
13,734
$
199,395
Impairment loss
(388)
-
-
(388)
Acquisitions (Note 2)
-
-
1,586
1,586
Deconsolidation of Humble (Note 2)
(1,515)
-
-
(1,515)
Foreign currency adjustment
(1)
7,332
247
466
8,045
Balance as of March 31, 2026
$
185,063
$
6,274
$
15,786
$
207,123
(1) The foreign
currency adjustment represents
the effects
of the fluctuations
of the South
African rand
against the U.S.
dollar
on the carrying value.
Intangible assets, net
Carrying value and amortization of intangible assets
Summarized below is
the carrying value
and accumulated amortization
of intangible assets as
of March 31,
2026, and June
30,
2025:
As of March 31, 2026
As of June 30, 2025
Gross
carrying
value
Accumulated
amortization
Net
carrying
value
Gross
carrying
value
Accumulated
amortization
Net
carrying
value
Finite-lived intangible assets:
Software, integrated
platform and unpatented
technology
$
147,087
$
(55,426)
$
91,661
$
137,099
$
(41,925)
$
95,174
Customer relationships
55,656
(23,648)
32,008
53,369
(18,568)
34,801
Brands and trademarks
(1)
18,980
(18,619)
361
18,233
(8,993)
9,240
FTS patent
2,246
(2,246)
-
2,158
(2,158)
-
Total finite-lived
intangible
assets
$
223,969
$
(99,939)
$
124,030
$
210,859
$
(71,644)
$
139,215
(1)
During
early
calendar
2025,
the
Company’s
executive
considered
the
unification
of
the
Company’s
merchant
segments
operations
and
the
realignment
of
the
Company’s
brands
under
the
master
brand
“Lesaka”.
The
Company’s
Board
of
Directors
approved the realignment of certain of the Company’s brands to the master brand in May 2025. The Company has identified the steps
and
timing
to realign
the affected
brands
under the
master brand
and expects
to have
complete alignment
by February
2027,
with
certain brands aligned in December
2025. The change in
brands has resulted in
a change in
the useful lives of
certain of the Company’s
brand
and
trademark
intangible
assets
which
has
resulted
in
an
increase
(excluding
the
impact
on
Adumo
and
GAAP
brands)
in
amortization expense of $
6.3
million during the nine months ended March 31, 2026 compared with the nine months ended March
31,
2025. The change in
the useful lives resulted in
a $
4.6
million increase in the
Company’s net
loss from continuing operations
for the
nine months ended
March 31, 2026,
respectively,
and did not
have a significant
impact on earnings
(loss) per share.
The change did
n
ot impact prior periods.
7.
Goodwill and intangible assets, net (continued)
Intangible assets, net (continued)
Aggregate amortization
expense on the finite-lived
intangible assets for the
three months ended March
31, 2026 and 2025,
was
$
6.1
million and $
5.1
million, respectively.
Aggregate amortization
expense on the
finite-lived intangible
assets for the
nine months
ended March 31, 2026 and 2025, was $
25.2
million and $
13.9
million, respectively. Future estimated annual amortization expense for
the next five
fiscal years and
thereafter,
assuming exchange
rates that prevailed
on March
31, 2026,
is presented in
the table below.
Actual
amortization
expense
in
future
periods
could
differ
from
this
estimate
as
a
result
of
acquisitions,
changes
in
useful
lives,
exchange rate fluctuations and other relevant factors.
Fiscal 2026 (excluding nine months ended March 31, 2026)
$
6,115
Fiscal 2027
22,817
Fiscal 2028
21,782
Fiscal 2029
21,310
Fiscal 2030
19,374
Thereafter
32,632
Total future
estimated annual amortization expense
$
124,030