v3.26.1
Description Of Business And Basis Of Presentation
 12 Months Ended
Jun. 30, 2026
Description Of Business And Basis Of Presentation [Abstract]  
Description Of Business And Basis Of Presentation
1.
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
Description of Business
Lesaka Technologies, Inc. (“Lesaka” and collectively
with its consolidated subsidiaries, the “Company”), formerly named Net 1
UEPS
Technologies,
Inc.,
was incorporated
in
the
State
of
Florida
on
May
8,
1997.
The Company
provides
financial
technology
solutions to underserviced
consumers, merchants and
enterprises, improving the
way they manage
their daily financial
activities and
increasing
financial
inclusion
in
the
markets
in
which
we
operate.
In
plain
terms,
the
Company
helps
its
customers
pay,
receive,
borrow, insure and grow
: the Company enables them to make
and accept payments, receive income such as wages
and welfare grants,
access credit, protect their families and assets through insurance, and grow their businesses and financial
lives. The Company delivers
these
capabilities
through
three
business
divisions:
Merchant,
which
provides
payment
acceptance,
software,
cash
management,
lending and alternative digital product
solutions to merchants across our two
channels; Community and Corporate. Consumer,
which
provides banking,
lending and
insurance solutions
to consumers,
principally recipients
of social welfare
grants in
South Africa;
and
Enterprise, which provides payment processing, prepaid solutions and
bill payment infrastructure connecting enterprises to consumers
and businesses.
Basis of presentation
The accompanying
consolidated financial
statements include
subsidiaries over
which Lesaka
exercises control
and have
been
prepared in accordance with accounting principles generally accepted
in the United States of America (“GAAP”).
Implications of reverse acquisition concluded in June 2004
On June 7, 2004,
Lesaka and the former
shareholders of Net 1 Applied
Technology
Holdings Limited (“Aplitec”) implemented
a transaction
under which
the former
shareholders
of Aplitec
obtained
a majority
voting interest
in Lesaka.
Aplitec was
a holding
company established and
existing under the
laws of Republic
of South Africa
and was liquidated
and deregistered following
the closing
of the transaction.
GAAP requires that
the company whose
shareholders retain
a majority interest
in a combined
business be treated
as the acquirer for accounting purposes. Consequently, this transaction was accounted for as a reverse acquisition. For
the period from
June 7, 2004,
the financial information
reported for the
Company represents the
consolidated results of
Lesaka and Aplitec
with Lesaka
as the acquired entity.
Although Aplitec is
deemed to be
the acquiring company
for financial and
reporting purposes, the
legal status of the
Lesaka as
the surviving corporation did not change.
Revision of Previously Issued Financial Statements
Understatement of cost and accumulated depreciation
for computer equipment
In October 2025, the Company
identified that it had understated
its June 30, 2025, amounts
of cost and accumulated depreciation
for
computer
equipment
as
well
as
the
totals
for
cost
and
accumulated
depreciation
by
$
6.5
million
in
the
notes
to
the
audited
consolidated financial
statements for
the years
ended June
30, 2025
and 2024.
The carrying
value of
property,
plant and
equipment
reported as of
June 30, 2025,
was not impacted
by the error. The
Company has recast
the amounts of
cost and accumulated
depreciation
for
computer
equipment
as
well
as
the
totals
for
cost
and
accumulated
depreciation
by
$
6.5
million
in
the
Property,
Plant
and
Equipment,
net note, refer to Note 7.
The Company assessed the materiality of this error and change 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,
the
Company has concluded
that previously issued
financial statements were
not materially misstated
based upon overall
considerations
of both quantitative and qualitative factors.
Understatement of cost of goods sold, IT processing,
servicing and support due to incorrect claim of indirect
taxes
Subsequent to the issuance
of the Company’s
Quarterly Report on Form
10-Q for the three
months ended September
30, 2025,
it
determined
that
its
certain
indirect
taxes
had
not
been
accounted
for
correctly
in
its
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
previously filed Annual Reports on
Form
10-K and Quarterly Reports on Form 10-Q since June 30, 2022, and these filings were incorrect. In these previous filings, the amount
of
certain
indirect
taxes
were
incorrectly
claimed
in
monthly
indirect
tax
submission
to
the
taxing
authority
and
were
incorrectly
excluded
from
the Company’s
reported
cost of
goods
sold, IT
processing,
servicing
and support
in the
consolidated
statements of
operations
and
other
payables
and
retained
earnings
in
the
consolidated
balance
sheet.
The
corrected
presentation
in
the
revised
consolidated
financial
statements
includes
certain
indirect
taxes
in
cost
of
goods
sold,
IT processing,
servicing
and
support
in
the
c
onsolidated statements of operations and other payables and retained
earnings in the consolidated balance sheet.
1.
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
(continued)
Revision of Previously Issued Financial Statements (continued)
Understatement of cost
of goods sold,
IT processing, servicing and
support due to
incorrect claim of indirect taxes
(continued)
The Company has
also determined that
it may also
be liable for
penalties and interest
related to the
indirect taxes not
paid in a
timely manner and has recorded the penalties in the selling,
general and administration expense and the interest in interest expense
in
the revised consolidated statements of operations. The cumulative sum of the penalties and interest are included in other payables and
retained earnings in the revised consolidated balance sheet.
The Company has determined
that at this time
it is more likely
than not that it
will be unable to
claim an income tax
deduction
related to the error, however,
it is performing further analysis of
its tax position with its external tax advisors.
Therefore, there are no
income tax adjustments reflected in these consolidated financial statements related
to the correction of this error.
The Company has
revised the previous
presentations on the
consolidated statements of
operations for the
years ended June 30,
2025 and
2024, and
corrected them
in this
filing. The
Company has
also included
the impact
of the
correction for
the three
months
ended September 30, 2025, in the consolidated statements of operations for the year June 30, 2026, included in this filing. The impact
of these revisions has increased
cost of goods sold,
IT processing, servicing and
support,
selling, general and administration
expense
and interest expense, and all subtotals from operating income to net income (loss)
attributable to Lesaka for the affected periods.
The Company has revised the consolidated balance sheet as of June 30, 2025, and corrected it in this filing where these amounts
are presented as comparative prior period amounts in other payables
and retained earnings and affected subtotals and totals.
Specifically, for the year ended
June 30, 2026,
Cost of goods
sold, IT processing,
servicing and support
increased by $
0.2
million,
Selling, general and administration expense increased by $
0.06
million, Operating income decreased by $
0.2
million, Interest expense
increased by $
0.1
million, and Net
income attributable
to Lesaka decreased
by $
0.4
million, as a
result of the
correction to amounts
reported for the three months ended September 30, 2025. Basic and Diluted earnings per share for the year ended June 30, 2026, were
not impacted by the correction to amounts reported for the three months
ended September 30, 2025.
Correction of deferred tax
asset included in deferred income taxes due
to correction of intercompany
transactions
While
preparing
its
Annual
Report
on
Form
10-K
for
the
year
ended
June
30,
2026,
the
Company
determined
that
certain
intercompany transactions processed in previous periods were incorrectly recorded which resulted in the incorrect amount of deferred
income
taxes
recorded
in
its
consolidated
balance
sheet,
consolidated
statements
of
operations,
consolidated
statements
of
comprehensive
loss,
consolidated
statements
of
changes
in
equity,
consolidated
statements
of
cash
flows
and
related
notes
to
the
consolidated financial
statements included
in its Annual
Reports on Form
10-K and Quarterly
Reports on Form
10-Q since June
30,
2025, and these
filings were incorrect.
The deferred tax
assets, net included
in the Company’s
consolidated balance sheet
as of June
30, 2025, and
subsequently presented balance
sheets, were overstated
by $
2.2
million and retained
earnings were overstated
by $
2.2
million. Income tax benefit
for the year ended
June 30, 2025, included
in the consolidated statement
of operations was overstated
by
$
2.2
million. The
corrected presentation
in the
revised consolidated
financial statements
includes adjustments
for deferred
taxes in
income tax
benefit in the
consolidated statements
of operations
and deferred
income taxes and
retained earnings
in the consolidated
balance sheet.
The Company
has revised
the previous presentations
on the consolidated
statements of
operations for
the year
ended June
30,
2025,
and
corrected
them
in
this filing.
The
impact
of
these
revisions
has
decreased
income
taxes
benefit,
and
all
subtotals
from
operating
income
to
net
income
(loss)
attributable
to
Lesaka
for
the
affected
periods.
The
Company
has
revised
the
consolidated
balance sheet as
of June 30,
2025, and corrected it
in this filing
where these amounts
are presented as
comparative prior period amounts
in deferred tax assets, net and retained earnings and affected
subtotals and totals.
The Company assessed
the materiality of
these errors and
change in
presentation on prior
period consolidated financial
statements
in
accordance
with
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,
the Company
has concluded
that
previously
issued
financial
statements
were
not
materially
misstated
based
upon
overall
considerations
of
both
quantitative
and
qualitative factors.
1.
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
(continued)
Revision of Previously Issued Financial Statements (continued)
The
tables
below
present
the
impact
of
the
revisions
to
specific
captions
to
the
Company’s
consolidated
balance
sheet
and
consolidated statements of operations for the periods identified.
Consolidated balance sheet
June 30, 2025
As reported
Correction
As revised
Deferred tax assets, net
$
12,554
$
(2,216)
$
10,338
Other payables
72,079
3,956
76,035
Accumulated other comprehensive loss
(185,664)
38
(185,626)
(2,216)
Retained earnings
$
222,719
$
(3,994)
$
216,509
Consolidated statement of operations
Year
ended June 30, 2025
As reported
Correction
As revised
(in thousands, except per share data)
Cost of goods sold, IT processing, servicing and support
$
486,546
$
640
$
487,186
Selling, general and administration, exclusive of depreciation and amortization
(A)
131,512
226
131,738
Interest expense
21,453
371
21,824
Income tax expense (benefit)
$
(18,198)
$
2,216
$
(15,982)
Basic earnings (loss) per share attributable to Lesaka shareholders
$
(1.14)
$
(0.05)
$
(1.19)
Diluted earnings (loss) per share attributable to Lesaka shareholders
$
(1.14)
$
(0.05)
$
(1.19)
(A) As
reported for
selling, general
and administration,
exclusive of
depreciation and
amortization
includes the
movement in
allowance for credit losses of $
8,011
, which is now presented separately on the consolidated statement of operations.
Consolidated statement of operations
Year
ended June 30, 2024
As reported
Correction
As revised
(in thousands, except per share data)
Cost of goods sold, IT processing, servicing and support
$
442,673
$
620
$
443,293
Selling, general and administration, exclusive of depreciation and amortization
(A)
91,969
216
92,185
Interest expense
18,932
239
19,171
Basic earnings (loss) per share attributable to Lesaka shareholders
$
(0.27)
$
(0.02)
$
(0.29)
Diluted earnings (loss) per share attributable to Lesaka shareholders
$
(0.27)
$
(0.02)
$
(0.29)
(A)
As reported
for
selling,
general
and
administration,
exclusive
of
depreciation
and
amortization
includes
the
movement
in
allowance for credit losses of $
5,158
, which is now presented separately on the consolidated statement of operations.
1.
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
(continued)
Revision of Previously Issued Financial Statements (continued)
Correction of number of shares and amounts used for common stock and treasury
shares and amounts for additional paid-in
capital
Subsequent to
the issuance
of the
Company’s
Quarterly Report
on Form
10-Q for
the three
months ended
March 31,
2026, it
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
its 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 Lesaka’s common stock
repurchased by
Lesaka 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 Lesaka were not designated as treasury shares under (i) or
(ii) as described in the preceding sentence.
Guidance
under
U.S.
GAAP
requires
that
the
repurchase
of
shares
by
a
company
should
conform
with
applicable
law
and
therefore the repurchase of shares of its common stock by Lesaka should have reduced
the number of common stock and amount and
the amount of additional paid-in capital
presented. The corrected presentation in the
revised consolidated financial statements includes
the repurchases
of common
stock by
Lesaka as
a reduction
of the
number of
shares of
common stock
and amount
and reduces
the
amount of
additional paid-in
capital.
Total
Lesaka equity
and the
number of
issued and
outstanding
shares are
not affected
by this
revision.
Acquisition of shares of
Lesaka’s common
stock by its subsidiaries
are
not affected by
the aforementioned rules
and these
shares will continue to be presented as treasury shares in these consolidated financial
statements.
The Company assessed the materiality of this error and change in presentation on prior period consolidated
financial statements
in
accordance
with
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,
the Company
has concluded
that
previously
issued
financial
statements
were
not
materially
misstated
based
upon
overall
considerations
of
both
quantitative
and
qualitative factors.
The Company has revised the previous
presentations on the consolidated balance
sheet as of June 30, 2025, and corrected
them
in this filing.
The Company has also
included the impact
of the correction
for the years ended
June 30, 2025 and
2024, respectively,
in the consolidated
statement of changes
in equity for the
years ended June 30,
2025 and 2024,
included in this filing.
The impact of
these revisions has decreased the amount for common stock, treasury shares,
at cost, and additional paid-in capital on the
consolidated
balance sheet as
of June 30,
2025. The impact
of these revisions
has decreased the
number of shares
and amount for
common stock,
decreased
the
number
of
shares
and
amount
of
treasury
shares,
and
decreased
the
amount
of
additional
paid-in
capital
on
the
consolidated statement of changes in equity for the years ended June 30, 2025
and 2024, respectively.
1.
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
(continued)
Revision of Previously Issued Financial Statements (continued)
Correction of number of shares and amounts used for common stock and treasury
shares and amounts for additional paid-in
capital (continued)
The table below presents
the impact of the revisions to specific captions to the Company’s consolidated balance sheet as of June
30, 2025.
Consolidated balance sheet
June 30, 2025
As reported
Correction
As revised
Common stock
$
103
$
(19)
$
84
Treasury shares, cost
(298,523)
291,464
(7,059)
Additional paid-in capital
$
426,950
$
(291,445)
$
135,505
The table below presents the impact of the revisions to specific captions to the Company’s
consolidated statement of changes in
equity for the periods identified.
Consolidated statement of changes in equity
Year
ended June 30, 2025
As reported
Correction
As revised
(in thousands, except per share data)
Common stock:
Balance - July 1, 2024:
Number of shares
89,836,051
(25,563,808)
64,272,243
Amount
$
83
$
(19)
$
64
Treasury shares repurchased
Number of shares
-
(371,187)
(371,187)
Balance - June 30, 2025:
Number of shares
111,183,141
(25,934,995)
85,248,146
Amount
$
103
$
(19)
$
84
Treasury shares:
Balance - July 1, 2024:
Number of shares
(25,563,808)
25,563,808
-
Amount
$
(289,733)
$
289,733
$
-
Treasury shares repurchased
Number of shares
(5,462,597)
371,187
(5,091,410)
Amount
$
(13,660)
$
1,731
$
(11,929)
Balance - June 30, 2025:
Number of shares
(29,934,044)
25,934,995
(3,999,049)
Amount
$
(298,523)
$
291,464
$
(7,059)
Additional paid-in capital:
Balance - July 1, 2024:
$
343,639
$
(289,714)
$
53,925
Treasury shares repurchased
$
-
$
(1,731)
$
(1,731)
Balance - June 30, 2025:
$
426,950
$
(291,445)
$
135,505
1.
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
(continued)
Revision of Previously Issued Financial Statements (continued)
Correction of number of shares and amounts used for common stock and treasury
shares and amounts for additional paid-in
capital (continued)
The table below presents the impact of the revisions to specific captions to the Company’s
consolidated statement of changes in
equity for the periods identified.
Consolidated statement of changes in equity
Year
ended June 30, 2024
As reported
Correction
As revised
(in thousands, except per share data)
Common stock:
Balance - July 1, 2023:
Number of shares
88,884,532
(25,244,286)
63,640,246
Amount
$
83
$
(19)
$
64
Treasury shares repurchased
Number of shares
-
(319,522)
(319,522)
Balance - June 30, 2024:
Number of shares
89,836,051
(25,563,808)
64,272,243
Amount
$
83
$
(19)
$
64
Treasury shares:
Balance - July 1, 2023:
Number of shares
(25,244,286)
25,244,286
-
Amount
$
(288,238)
$
288,238
$
-
Treasury shares repurchased
Number of shares
(319,522)
319,522
-
Amount
$
(1,495)
$
1,495
$
-
Balance - June 30, 2024:
Number of shares
(25,563,808)
25,563,808
-
Amount
$
(289,733)
$
289,733
$
-
Additional paid-in capital:
Balance - July 1, 2023:
$
335,696
$
(288,219)
$
47,477
Treasury shares repurchased
$
-
$
(1,495)
$
(1,495)
Balance - June 30, 2024:
$
343,639
$
(289,714)
$
53,925