v3.26.1
Capital Structure
9 Months Ended
Mar. 31, 2026
Capital Structure [Abstract]  
Capital Structure
11.
Capital structure
Redeemable common stock issued pursuant to transaction with the IFC Investors
Refer to
Note 12
to the
Company’s
audited consolidated
financial statements
included in
its Annual
Report on
Form 10-K
for
the year ended June 30, 2025, for additional information regarding its redeemable
common stock issued pursuant to transactions with
the IFC Investors.
During
the
three
and
nine
months
ended
March
31,
2026,
the
IFC
Investors,
specifically
IFC
African,
Latin
American
and
Caribbean Fund, LP
(“ALAC”), made numerous
filings on Form
4 Statement of
Beneficial Ownership with
the United States
Securities
and
Exchange
Commission
reporting
that
ALAC
had
sold
an
aggregate
of
396,397
shares
of
the
Company’s
common
stock
and
therefore
the
additional
contractual
rights,
including
the
put
option
rights
related
to
these
396,397
shares,
expired.
The
Company
reclassified $
4.3
million related to these
396,397
shares sold from redeemable
common stock to additional
paid-in-capital during the
three and nine months ended March 31, 2026.
11.
Capital structure (continued)
Impact of non-vested equity shares on number of shares,
net of treasury
The following table presents a
reconciliation between the number of
shares, net of treasury, presented in the
unaudited condensed
consolidated statement of changes in equity during the nine months
ended March 31, 2026 and 2025, respectively,
and the number of
shares, net of treasury,
excluding non-vested equity shares that have not vested as of March 31, 2026 and 2025,
respectively:
March 31,
March 31,
2026
2025
Number of shares, net of treasury:
Statement of changes in equity
83,246,223
81,278,900
Less: Non-vested equity shares that have not vested as of end of period
2,578,737
2,816,172
Number of shares, net of treasury,
excluding non-vested equity shares that have not
vested
80,667,486
78,462,728
Acquisition of Lesaka Hospitality non-controlling
interests
During
the
three
and
nine
months
ended
March
31,
2026,
the
Company
acquired
all
of
the
issued
share
capital
of
Lesaka
Hospitality (formerly
known as
GAAP Point
of Sale
Proprietary Limited)
(“Lesaka Hospitality”)
that it
did not
previously own
for
approximately $
7.0
million, which was settled
utilizing cash of
$
4.0
million and the
transfer of
662,714
shares of Lesaka’s
common
stock with a fair
value of $
3.0
million on closing on
March 6, 2026.
The
662,714
shares of the
Company’s common stock were sourced
from a pool of shares the Company purchased in October 2024 and December 2025, respectively, and the Company recognized a gain
in additional paid-in-capital of $
0.1
million related to the difference between the value on March 6, 2026, and the price paid per share
in October
2024 and
December 2025,
respectively.
The acquisition
of the
non-controlling
interests was
accounted
for as
an equity
transaction with
a non-controlling
interest and
accordingly
no
gain or
loss was
recognized
in the
Company’s
unaudited condensed
consolidated
statement
of
operations.
The
carrying
amount
of
the
non-controlling
interest
was
adjusted
to
reflect
the
change
in
ownership interest in Lesaka Hospitality. The difference between the fair value of the consideration paid and the amount by which the
non-controlling interest was adjusted, of $
0.4
million, was recognized in, and increased, total Lesaka equity.