What changed in this filing

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Item 9A. Controls and Procedures

2024-09-11 compared with 2023-09-12 · 1518 added, 1518 removed, 2482 unchanged (55% of the section changed)

This section is long enough that the comparison stopped early. What follows is partial, and the remainder is not necessarily unchanged.

2 unchanged sentences

and procedures

Under the supervision and

with the participation of

our management, including our

Group Chief Executive Officer and

Chief Financial

an evaluation

disclosure controls

and procedures,

defined under

13a-15(e) under the

Securities Exchange Act

of 1934, as amended

(the “Exchange Act”).

Based on this evaluation,

our Group Chief

Executive Officer and Group Chief Financial Officer

concluded that our disclosure controls and procedures

were effective as of June

supervision and

participation of

our management,

including our

Executive Chairman

Financial Officer, we conducted an evaluation of our disclosure controls and procedures, as

such term is defined under Rule 13a-15(e)

under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Based on this evaluation, our Executive Chairman and

Financial Officer

concluded that

our disclosure

procedures were

not effective

the material weaknesses in internal control over financial reporting as described

Internal Control over Financial Reporting

Internal control over financial reporting is a process designed by, or under the supervision of,

our Group Chief Executive Officer

and Group Chief Financial Officer, or persons performing

similar functions, and effected by our board of directors, management, and

statements for external purposes in accordance with U.S.

Internal control over financial reporting

is a process designed

by, or under the supervision of, our

Executive Chairman and Group

personnel, to provide

reasonable assurance regarding

the reliability of

financial reporting and

the preparation of

financial statements

for external purposes in accordance with U.S.

Internal control over financial reporting includes

34 unchanged sentences

Report on Internal Control Over Financial Reporting

Management, including our Group Chief

Executive Officer and our Group

Chief Financial Officer, is responsible for

and maintaining

adequate internal control

over our financial

conducted an evaluation

of the effectiveness

internal control over financial reporting based on criteria established in Internal Control – Integrated Framework (2013) issued

effectiveness

internal control over financial reporting based on criteria established in Internal Control – Integrated Framework

(2013) issued by the

of Sponsoring

Organizations

evaluation, management

that our internal control over financial reporting was effective as of

June 30, 2023.

Deloitte & Touche (South Africa), our independent

registered public accounting firm, has issued an audit report on our internal control

over financial reporting.

management concluded that our internal control over financial reporting

was not effective as of June 30, 2024.

a deficiency,

combination of

deficiencies, in

internal control

over financial

reporting, such

financial statements

detected on a timely basis.

implementation,

controls in the

areas of user access

and program-change management

for certain information

technology (“IT”) systems

our financial reporting processes.

As a result, the related process-level

IT dependent manual and automated application controls were

deemed ineffective since they could not be relied upon.

Management has also identified material weaknesses

related to insufficient design and implementation of

controls and associated

policies and procedures in

its annual goodwill

impairment assessment, resulting in

precision in evaluating certain

used and a lack of validation of the completeness and accuracy of data used

in the goodwill impairment model.

weaknesses described

misstatements to

statements, and

to previously

reported financial

these material

weaknesses, if

remedied, present a

reasonable possibility that

a misstatement to

our financial statement

accounts or disclosures

or detected on a timely basis.

Lesaka’s independent registered public accounting firm, KPMG,

Inc., who audited the

consolidated financial statements

in this Annual

Report, has expressed

an adverse report

on the operating

effectiveness of our

internal control over

financial reporting

as of June 30, 2024, which appears in Part II, Item 8 of this Annual Report.

Remediation of Material Weaknesses

remediation of these material

weaknesses including, but not

(1) developing

and implementing a comprehensive

that includes

specific actions

control owners

the operation

principles and requirements of each control,

with a focus on

user access and change management

controls over IT systems that

financial reporting processes;

(2) enhancing and

maintaining documentation of

ITGCs to ensure

continuity in the

event of employee

implementing improved

risk assessment

procedures and

better identify

financially relevant

applications and

to enhance the

selection, development,

and monitoring of

control activities and

collaborating

external assurance

the robustness

goodwill impairment

will be required

to complete the

their review;

and (6) enhanced

reporting to the Audit Committee on the remediation measures and effectiveness

While we are actively taking steps

to implement our remediation plan, the material weaknesses

will not be deemed resolved until

the enhanced controls operate

for a sufficient period

management has confirmed

through testing that the

same are operating

will continue to

monitor the remediation

plan's effectiveness

we assess and

our internal control over financial reporting, we may identify the need for additional

measures or modifications to the plan.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the most recent fiscal quarter ended June 30, 2023,

that have materially affected, or are reasonably likely to

materially affect, our internal control over financial reporting.

Except as described above,

there were no changes

in our internal control over

financial reporting during the

quarter ended June

30, 2024, that have materially affected, or are reasonably

likely to materially affect, our internal control over financial reporting.

REPORT OF INDEPENDENT REGISTERED

1 unchanged sentence

To the shareholders

and the Board of Directors of Lesaka Technologies,

and Board of Directors of Lesaka Technologies,

Opinion on Internal Control Over Financial Reporting

We have audited

the internal control over financial reporting of Lesaka Technologies,

and subsidiaries (the “Company”) as

Sponsoring Organizations

of the Treadway

Commission (COSO).

Company maintained,

in all material

effective internal

control over financial

reporting as of

June 30, 2023,

based on criteria

established in

Internal Control

Technologies,

subsidiaries’

June 30, 2024, based

on criteria established

Internal Control – Integrated

Framework (2013)

issued by COSO.

also audited,

in accordance

Company Accounting

Oversight Board

(United States)

issued by the

Organizations of the Treadway Commission.

In our opinion, because of the effect of the material weaknesses, described below, on the

achievement of the objectives

of the control

criteria, the Company has

not maintained effective internal

control over financial reporting

criteria established

Framework (2013)

the Committee

Sponsoring Organizations of the Treadway

accordance with

the standards

Public Company

Accounting Oversight

Board (United

the consolidated

balance sheets

statements of

comprehensive (loss) income, changes in equity,

and cash flows for the year ended June 30, 2024, and the related

notes (collectively,

the consolidated financial

statements), and

dated September 11,

2024 expressed an

unqualified opinion on

those consolidated

financial statements.

September 12, 2023, expressed an unqualified opinion on those financial

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there

is a reasonable possibility that

a material misstatement of the

company’s annual

or interim financial statements will

not be prevented

risk assessment,

implementation, monitoring

activities and

individuals to

operate controls

and program-change

management for

certain information

technology (“IT”)

implementation

considered in determining

the nature, timing,

and extent of

applied in our

the 2024 consolidated

financial statements,

and this report does not affect our report on those consolidated

financial statements.

Basis for Opinion

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maintained in

included obtaining an understanding

of internal control over

financial reporting, assessing

the risk that a

audit of internal

control over financial

reporting included

obtaining an understanding

of internal control

over financial

effectiveness

performing such

other procedures as

we considered necessary

in the circumstances.

believe that our

audit provides a

basis for our opinion.

internal control

assessed risk.

audit also included

performing such other

procedures as we

considered necessary

the circumstances.

believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

8 unchanged sentences

control over financial reporting includes those policies and procedures that (1) pertain to

the maintenance of records that, in reasonable detail, accurately and

fairly reflect the transactions and dispositions of the assets of the

the maintenance of records that, in reasonable detail, accurately and fairly

reflect the transactions and dispositions of the assets of the

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in

1 unchanged sentence

accounting principles, and that

receipts and expenditures of the

company are being made only

receipts and expenditures of

the company are being made

authorizations

8 unchanged sentences

procedures may deteriorate.

/s/ Deloitte & Touche

Deloitte & Touche

Registered Auditors

2 unchanged sentences

OTHER INFORMATION

Not applicable.

Our Section 16 officers and directors, as defined in Rule 16a-1(f) of the Securities

Exchange Act of 1934 (the “Exchange Act”),

may from time to time

enter into plans for the

purchase or sale of our

common stock that are

intended to satisfy the affirmative defense

conditions of Rule 10b5-1(c) of the Exchange Act.

quarter ended June 30, 2024, no officers or directors, as defined in

arrangement,”

defined in Item 408 of Regulation S-K.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT

36 unchanged sentences

Report of the Independent Registered Public Accounting Firm

– Deloitte & Touche (South

Africa) (PCAOB

(PCAOB Firm ID

Report of the Independent Registered Public Accounting Firm

Deloitte & Touche

(South Africa) (PCAOB

Consolidated balance sheets as of June 30, 2024 and 2023

36 unchanged sentences

November 2, 2021

Sale and Purchase Agreement, dated May 7, 2024,

between Lesaka Technologies Proprietary Limited;

Lesaka Technologies, Inc.

and the parties listed in

Amended and Restated Articles of Incorporation

11 unchanged sentences

Form of Indemnification Agreement

September 9, 2022

Form of non-employee director agreement

3 unchanged sentences

September 30, 2022

Amendment to the 2022 Amended and Restated

Stock Incentive Plan of Lesaka Technologies, Inc.

April 22, 2024

Employment Agreement, dated as of December 4,

2023, between Lesaka Technologies, Inc.

December 4, 2023

Option Award Agreement between Ali Mazanderani

and Lesaka Technologies, Inc.

April 22, 2024

Contract of Employment, dated as of June 30, 2021,

44 unchanged sentences

and Steven John Heilbron

Contract of Employment, effective March 1, 2018,

between Net1 Applied Technologies South Africa

Proprietary Limited and Alexander Michael Ramsay

March 1, 2018

Restrictive Covenants Agreement, effective March 1,

2018, between Net1 Applied Technologies South

Africa Proprietary Limited and Alexander Michael

March 1, 2018

Employment Agreement, effective March 1, 2018,

between Net 1 UEPS Technologies, Inc.

Alexander Michael Ramsay Smith

March 1, 2018

Restrictive Covenants Agreement, effective March 1,

2018, between Net 1 UEPS Technologies, Inc.

Alexander Michael Ramsay Smith

March 1, 2018

Addendum to Contract of Employment, dated as of

December 9, 2021, between Net1 Applied

Technologies South Africa (Pty) Ltd and Alex M.R.

December 10, 2021

Amendment to Employment Agreement, dated as of

December 9, 2021, between Net 1 UEPS

Technologies, Inc.

and Alex M.R.

December 10, 2021

Mutual Separation Agreement, dated January 11,

2023, by and between the Lesaka Technologies, Inc.

and Alex M.R.

January 17, 2023

Mutual Separation Agreement, dated January 11,

2023, by and between the Lesaka Technologies (Pty)

Ltd and Alex M.R.

January 17, 2023

First Amendment to Restrictive Covenant

4 unchanged sentences

August 5, 2020

Agreement of Lease, Memorandum of an agreement

entered into by and between Buzz Trading 199 (Pty)

Ltd and Net 1 Applied Technologies South Africa

(Pty) Ltd dated May 7, 2013

Addendum to the Lease Agreement made and entered

into by and between Buzz Trading 199 (Pty) Ltd and

Net 1 Applied Technologies South Africa (Pty) Ltd

dated 14 June 2022

September 9, 2022

Facility Letter between Nedbank Limited and Net1

51 unchanged sentences

August 2, 2021

Letter of Amendment, dated January 22, 2024, among

Lesaka Proprietary Limited and FirstRand Bank

Limited (acting through its Rand Merchant Bank

division), as lender, related to the amendment to the

Senior Facility E Agreement

January 23, 2024

Fifth Amendment and Restatement Agreement, dated

6 unchanged sentences

March 22, 2023

Amendment and Restatement Agreement, dated

November 24, 2023, between Lesaka Technologies

Proprietary Limited (as borrower), and FirstRand

Bank Limited (acting through its Rand Merchant

Bank division) (as lender), and FirstRand Bank

Limited (acting through its Rand Merchant Bank

division) (as facility agent)

December 1, 2023

First Amendment and Restatement Agreement, dated

16 unchanged sentences

Consent of Independent Registered Public

Accounting Firm

Accounting Firm - KPMG, Inc.

Consent of Independent Registered Public

Accounting Firm - Deloitte & Touche (South Africa)

Certification of Principal Executive Officer pursuant

5 unchanged sentences

Certification pursuant to 18 USC Section 1350

Compensation Clawback Policy

XBRL Instance Document

17 unchanged sentences

LESAKA TECHNOLOGIES, INC.

/s/ Chris G.B.

Group Chief Executive Officer and Director

/s/ Ali Mazanderani

Ali Mazanderani

Executive Chairman and Director

September 11, 2024

3 unchanged sentences

/s/ Kuben Pillay

Chairman of the Board and Director

Lead Independent Director and Director

September 11, 2024

/s/ Chris G.B.

Group Chief Executive Officer and Director (Principal

Executive Officer)

/s/ Ali Mazanderani

Executive Chairman and Director (Principal Executive

September 11, 2024

Group Chief Financial Officer, Treasurer,

Secretary and

Director (Principal Financial and Accounting Officer)

Ali Mazanderani

Group Chief Financial Officer and Director (Principal

Financial and Accounting Officer)

September 11, 2024

10 unchanged sentences

September 11, 2024

/s/ Ali Mazanderani

/s/ Chris G.B.

September 11, 2024

Ali Mazanderani

/s/ Sharron Venessa

9 unchanged sentences

FINANCIAL STATEMENTS

Report of the Independent Registered Public Accounting Firm – KPMG Inc.

Report of the Independent Registered Public Accounting Firm – Deloitte & Touche (South Africa)

9 unchanged sentences

and the Board of Directors of Lesaka Technologies,

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Lesaka Technologies,

and subsidiaries (the “Company”)

as of June 30, 2023 and 2022, the related consolidated statements of operations, comprehensive

(loss) income, changes in equity,

cash flows, for each

of the three years

in the period ended June

30, 2023, and the

related notes (collectively referred to as

the “financial

statements”).

In our opinion,

the financial statements present

all material respects, the

financial position of the

of June 30, 2023 and 2022, and the results of its operations

and its cash flows for each of the three

years in the period ended June 30,

2023, in conformity with accounting principles generally accepted in

the United States of America.

also audited,

in accordance

Company Accounting

Opinion on the Consolidated Financial Statements

We have audited the accompanying

consolidated balance sheets of Lesaka Technologies Inc.

subsidiaries (the Company) as

2024, the related

consolidated statements of

operations, comprehensive

(loss) income, changes

and cash flows

(collectively,

consolidated financial statements present fairly, in all material respects, the financial position of the Company as of June 30, 2024 and

the results of its operations and

its cash flows for the

year ended June 30, 2024, in conformity

generally accepted accounting

accordance with

the standards

Public Company

Oversight Board

(United States)

(PCAOB), the Company's

internal control over financial

(PCAOB), the Company’s internal

control over financial

reporting as of

June 30, 2023,

based on criteria established

June 30, 2024, based

on criteria established

Internal Control

– Integrated Framework

issued by the Committee of Sponsoring

Organizations of the Treadway

issued by the Committee

of Sponsoring Organizations

of the Treadway

Commission, and our report

dated September 12, 2023, expressed an unqualified opinion

on the Company's internal control over financial reporting.

dated September 11,

adverse opinion on

the effectiveness of

the Company’s internal control

over financial

Basis for Opinion

These consolidated

financial statements

responsibility of

the Company’s

responsibility is

an opinion on these

consolidated financial statements based on

We are a public accounting

firm registered with the PCAOB

and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable

rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB.

Those standards require

that we plan and perform the

obtain reasonable

assurance about

consolidated financial

statements are

material misstatement,

audits included

financial statements, whether

due to error or

fraud, and performing

procedures that respond

to those risks.

procedures included

examining, on

a test basis,

evidence regarding

and disclosures

consolidated financial

included evaluating

the accounting principles

used and significant

estimates made by

management, as well

as evaluating

presentation of the consolidated financial statements.

believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

complex judgments.

The communication of the

critical audit matter does

not alter in any way

our opinion on the consolidated

statements, taken

communicating the

critical audit

matter below,

providing separate

critical audit matter or on the accounts or disclosures to which it relates.

Assessment of the Company’s

goodwill impairment test for certain reporting units

As discussed in Notes 2 and 10 to the consolidated financial statements, the

Company recorded goodwill as of June 30, 2024 of

$138,551 thousand.

The Company tests

for impairment of goodwill on

an annual basis and

at any other time if

events or circumstances

reporting unit,

which requires

significant estimates

and assumptions

reporting unit

revenue growth

the discounted

model requires

an appropriate

weighted average

applicable to peer and industry comparables of the reporting units.

identified the

assessment of

the Company’s

goodwill impairment

certain reporting

audit matter.

cashflow model,

specifically,

reporting unit

these assumptions could have a significant impact on the fair value of the reporting

The following are the primary procedures we performed to address this critical audit

we evaluated the reporting

unit revenue growth rates

by comparing the growth

rates against historic performance,

budgets and expected future performance based on industry and reporting

unit specific factors and independent research;

valuation professionals

with specialized

knowledge who

the evaluation

average cost of

capital used by the

Company by developing a

range of independent

estimates of weighted average

cost of capital

certain reporting units and comparing this range to the weighted average

cost of capital selected by the Company;

we performed sensitivity analyses over these assumptions to

assess their impact on the Company’s determination that the fair

value of the reporting units exceeds their carrying value.

/s/ KPMG, Inc

We have served

as the Company’s auditor since 2024

Registered Auditors

Johannesburg, South Africa

September 11, 2024

REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

To the shareholders

and the Board of Directors of Lesaka Technologies,

Opinion on the Financial Statements

audited the accompanying consolidated

balance sheet of Lesaka Technologies,

and subsidiaries (the “Company”)

30, 2023, the related

consolidated statements of operations,

comprehensive (loss) income, changes

in equity, and cash flows,

the two years

in the period

ended June 30,

2023, and the

related notes (collectively

referred to as

the “financial statements”).

financial statements

present fairly,

material respects,

the financial

the results of

its operations

the two years

in the period

ended June 30,

2023, in conformity

with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements

3 unchanged sentences

an opinion on

the Company's financial statements based on our audits.

We are a public accounting firm registered with the PCAOB and are required

regulations of the Securities and Exchange Commission and the PCAOB.

Accounting Oversight Board (United States) (PCAOB) and are required to be

independent with respect to the Company in accordance

securities laws

the applicable

Securities and

We conducted our audits in accordance with the standards of the PCAOB.

17 unchanged sentences

that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated

below are matters arising from

the current-period audit of the financial

statements that

were communicated

audit committee

or disclosures

material to the

financial statements and

(2) involved our

especially challenging, subjective, or

complex judgments.

communication

communicating

disclosures to which they relate.

Goodwill – Potential impairment of reporting units

Refer to Note 10 to the financial statements

Critical Audit Matter Description

The Company's

carrying value.

The Company uses a discounted cash flow model to estimate the

fair value for each reporting unit, which requires the

Company to make significant estimates

and assumptions related to forecasts of

future cash flows.

addition, the discounted cash flow

model requires the Company to select an appropriate weighted average cost of capital based on current market conditions.

these assumptions could have a significant impact on either the fair value, the

amount of any goodwill impairment charge, or both.

How the Critical Audit Matter Was

Addressed in the Audit

Our principal audit procedures related to the assessment of forecasts of cash flows and the computation of the weighted average

cost of capital used by the Company to estimate the fair value of each reporting unit

included the following, among others:

Tested the effectiveness of controls over the

Company's goodwill impairment evaluation.

included controls to the

of the Company's forecasts of future cash flows and controls over the computation

of the weighted average cost of capital.

the mathematical accuracy of the Discounted Cash Flow (DCF) calculations used by

Evaluated the Company's ability to accurately forecast cash flows by:

Performing sensitivity

certain significant

assumptions to

reporting units that would result from changes in these assumptions;

the reasonableness

against historic

expected future performance based on industry and entity-specific factors;

Assessing forecast revenue to approved forecasts.

With the assistance of our fair value specialists, we evaluated

the weighted average cost of capital used by the Company by:

Testing the mathematical

accuracy of the Company's calculation of the weighted average cost of capital;

Developing a range of independent estimates of weighted average cost of capital per reporting unit and comparing this range

to the weighted average cost of capital selected by the Company.

of One MobiKwik Systems Limited (Mobikwik) – impairment

considerations

Refer to Note 9 to the financial statements

Critical Audit Matter Description

The investment in Mobikwik

is measured at cost minus

impairment, plus or minus

adjustments resulting from observable

changes in orderly transactions

for the identical or

a similar investment of the

same issuer minus impairment,

The subsequent

measurement section of

Investments — Equity

Securities requires that because

the Investment in MobiKwik

assessment indicates that the investment is impaired, and the fair value of

the investment is less than its carrying value.

identified the

qualitative assessment

of impairment

of investments

critical audit

significance of

Company in their assessment of various factors (including operating

performance, global and country specific industry prospec

other company-specific information) to consider whether there were indicators

of impairment present.

reasonableness of management's judgments in reaching this conclusion.

How the Critical Audit Matter Was

Addressed in the Audit

Our principal

audit procedures over

the relevant factors

to be considered

related to the

valuation of the

in Mobikwik as an equity security without a readily determinable fair value included

the following, among others:

Inquired of the Company to obtain an understanding of the Company's process in

evaluating the indication of impairment.

Tested the effectiveness of controls

over the Company's evaluation of the fair value of the investment in Mobikwik at period

Assessed whether there

observable transactions (as

defined in ASC

321) and assessed

the relevant factors

by the Company.

Considered the completeness of internal and external factors to be

considered in relation to the value of the investment to be

recognized in the financial statements.

With the assistance of

our fair value specialists, we performed

an independent assessment of the factors

to consider whether

or not the investment needed to be impaired.

Compared the Company's assessment and conclusion to our independent

/s/ Deloitte & Touche

3 unchanged sentences

September 12, 2023

We have served

as the Company's auditor since 2004.

We began serving

as the Company's auditor in 2004.

In 2023 we became the predecessor auditor.

LESAKA TECHNOLOGIES, INC.

CONSOLIDATED BALANCE SHEETS

as of June 30, 2024 and 2023

(In thousands, except share data)

14 unchanged sentences

INTANGIBLE ASSETS, NET (Note 10)

DEFERRED INCOME TAXES

OTHER LONG-TERM ASSETS, including reinsurance assets (Note 9 and 11)

DEFERRED TAX ASSETS, NET

OTHER LONG-TERM ASSETS, including equity securities (Note 9 and 11)

CURRENT LIABILITIES

9 unchanged sentences

Total current liabilities

DEFERRED INCOME TAXES

DEFERRED TAX LIABILITIES, NET

OPERATING LEASE LIABILITY - LONG TERM (Note 8)

15 unchanged sentences

NON-CONTROLLING INTEREST

TOTAL LIABILITIES, REDEEMABLE COMMON STOCK

AND SHAREHOLDERS’ EQUITY

TOTAL LIABILITIES, REDEEMABLE COMMON STOCK AND SHAREHOLDERS’ EQUITY

See accompanying notes to consolidated financial statements.

12 unchanged sentences

Reorganization costs

Transaction costs related to Connect acquisition (Note 3)

Transaction costs related to Adumo (2024) and Connect (2022) acquisitions (Note 3)

Impairment loss (Note 10)

OPERATING LOSS

CHANGE IN FAIR VALUE

OF EQUITY SECURITIES (Note 6 and 9)

OPERATING INCOME (LOSS)

REVERSAL OF ALLOWANCE FOR

DOUBTFUL EMI DEBT RECEIVABLE

LOSS ON DISPOSAL OF EQUITY-ACCOUNTED INVESTMENT (Note 9)

2 unchanged sentences

ADJUSTMENT TO CURRENCY OPTIONS (Note 6)

LOSS ON DISPOSAL OF BANK FRICK (Note 9)

INTEREST INCOME

INTEREST EXPENSE

LOSS BEFORE INCOME TAX (BENFIT) EXPENSE

INCOME TAX (BENEFIT) EXPENSE (Note 18)

LOSS BEFORE INCOME TAX EXPENSE (BENEFIT)

INCOME TAX EXPENSE (BENEFIT) (Note 18)

LOSS BEFORE LOSS FROM EQUITY-ACCOUNTED INVESTMENTS

5 unchanged sentences

Diluted loss attributable to Lesaka shareholders

See Notes to audited Consolidated Financial Statements

See accompanying notes to consolidated financial statements.

LESAKA TECHNOLOGIES, INC.

3 unchanged sentences

(In thousands)

Other comprehensive (loss) income, net of taxes:

Other comprehensive income (loss), net of taxes:

Movement in foreign currency translation reserve

5 unchanged sentences

Release of foreign currency translation reserve related to liquidation of subsidiaries

Release of foreign currency translation reserve related to disposal of

(Note 9 and Note 15)

Total other comprehensive

(loss) income, net of taxes

income (loss), net of taxes

Comprehensive loss

13 unchanged sentences

charge (Note 17)

Stock-based compensation charge related

to equity-accounted investment (Note 9)

Proceeds from disgorgement of

shareholders' short-swing profits (Note

Other comprehensive income (Note 15)

Stock-based compensation charge

related to equity-accounted investment

Transfer from redeemable common

stock to additional paid-in-capital (Note

Other comprehensive loss (Note 15)

Balance – June 30, 2022

7 unchanged sentences

( 24,891,292 )

Treasury shares repurchased

Shares issued

Restricted stock granted

5 unchanged sentences

related to equity-accounted investment

Transfer from redeemable common

stock to additional paid-in-capital (Note

Other comprehensive loss (Note 15)

17 unchanged sentences

related to equity-accounted investment

Other comprehensive loss (Note 15)

Other comprehensive income (Note 15)

Balance – June 30, 2024

9 unchanged sentences

Impairment loss (Note 10)

Movement in allowance for doubtful accounts receivable

Movement in allowance for credit losses

Fair value adjustment related to financial liabilities

1 unchanged sentence

Stock-based compensation charge (Note 17)

Change in fair value of equity securities (Note 6 and 9)

Gain on disposal of equity securities (9)

Loss on disposal of equity-accounted investment (9)

Loss on disposal of Bank Frick (9)

Interest payable

8 unchanged sentences

Increase (Decrease) in accounts payable and other payables

(Decrease) Increase in taxes payable

(Decrease) Increase in deferred taxes

(Decrease) Increase in income taxes payable

Deferred tax expense (benefit)

Net cash provided by (used in) operating activities

9 unchanged sentences

Proceeds from disposal of equity securities (Note 9)

Proceeds from disposal of Net1 Korea, net of cash disposed (Note 3)

Proceeds from disposal of DNI as equity-accounted investment (Note 9 and Note 20)

Net change in settlement assets

8 unchanged sentences

Proceeds from exercise of stock options

Proceeds from disgorgement of shareholders' short-swing profits (Note 23)

Net change in settlement obligations

43 unchanged sentences

The Company has incurred significant losses since its contract to distribute social grants expired in September 2018.

imperative for the Company is to return its South African consumer business to a breakeven

position and then profitability as soon as

As part of a cost

optimization review completed in late calendar 2021,

the Company performed a review of

its labor structure

and determined that a number of its defined employee roles would need to be terminated due to redundancy.

Company embarked

on a retrenchment process pursuant to Section 189A

of the South African Labour Relations Act (“Labour

Act”) on January 10, 2022.

approximately

imperative for the Company was to

return its South African consumer

business to a breakeven position and

then profitability as soon

structure and determined that

a number of its defined

employee roles would need to

be terminated due to redundancy.

embarked on a retrenchment process pursuant to Section 189A of the South African Labour Relations Act (“Labour Act”) on January

The Company incurred

cash costs of approximately $

million) during the third quarter

of fiscal 2022,

principally consisting of severance and related

59 unchanged sentences

million) during the year ended June 30, 2022, as a result of this decision.

Impact of events involving Russia and Ukraine

significantly impacted

believes that these events may adversely impact South

African gross domestic product and rates

of inflation as a result of

in crude oil prices

and food, including staple food, which is likely to

impact economic activity in South Africa and therefore indirectly

affect the Company.

It may also lead to higher input prices for certain of the goods and services the Company

LESAKA TECHNOLOGIES, INC.

18 unchanged sentences

No entities were required to be consolidated as a result of these requirements during the

2023, 2022 and 2021.

years ended June 30, 2024, 2023 and 2022.

Business combinations

7 unchanged sentences

of valuation methods to determine

the fair value of assets

and liabilities acquired, including

the fair value of assets and

liabilities acquired, including discounted

measurement-period

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deposited in bank accounts with

financial institutions that are

unrestricted and readily available.

Allowance for doubtful accounts receivable

Allowance for doubtful finance loans receivable

of outstanding

recoverability

finance loans

receivable and

related service

financial institutions that are liquid,

unrestricted and

readily available.

Restricted cash

represents cash

contractually restricted

cash related to cash withdrawn from the Company’s debt facilities to fund ATMs

as well cash in certain bank accounts that have been

ceded to under certain of the Company’s

Allowance for credit losses

The Company uses historical default experience over the lifetime of loans in order to calculate a lifetime loss rate for its lending

The allowance for credit losses related

to Consumer finance loans receivables is calculated by multiplying the

lifetime loss rate

lending book.

writes off microlending

finance loans receivable and

related service fees and interest

if a borrower is

repayments for

working capital

finance receivables

reasonable recovery

procedures, including where deemed necessary,

formal legal action, have failed.

Allowance for doubtful accounts receivable

established where

it is considered

likely that all

of the amount

due from customers

safe assets, point of sale (“POS”) equipment, receiving support and maintenance or transaction services

or purchasing licenses or SIM

be recovered.

Non-recoverability is

assessed based

management of

outstanding amounts, the location and the payment history of the customer

in relation to those specific amounts.

Company writes

capital finance

receivables and related

fees when it is

evident that reasonable

recovery procedures,

including where deemed

necessary, formal

action, have failed.

Prior to July 1, 2023, the Company regularly reviewed the ageing of outstanding amounts due from borrowers and

adjusted its allowance based on management’s

estimate of the recoverability of the finance loans receivable.

LESAKA TECHNOLOGIES, INC.

3 unchanged sentences

SIGNIFICANT ACCOUNTING POLICIES (continued)

Allowance for credit losses (continued)

The Company uses a lifetime loss rate by expressing write-off

experience as a percentage of corresponding invoice amounts (as

opposed to outstanding balances).

The allowance for credit

losses related to these

receivables has been calculated

by multiplying the

lifetime loss

recent invoice/origination amounts.

2023, a specific

established where it

is considered

likely that all or

the amount due

from customers renting

safe assets, point of

sale (“POS”) equipment,

receiving support

recoverability

by management

of outstanding

payment history of the customer in relation to those specific amounts.

net realizable

83 unchanged sentences

the shorter of the estimated useful life of the asset and the remaining term of

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Equity-accounted investments

33 unchanged sentences

an obligation to provide additional financial support.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Equity-accounted investments (continued)

Dividends received from an equity-accounted investment reduce the carrying value

57 unchanged sentences

Intangible assets

are amortized over the following

useful lives:

are amortized over the following useful

Customer relationships

9 unchanged sentences

that warrant revised estimates of useful lives or that indicate that impairment

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Debt and equity securities

39 unchanged sentences

taxes, in shareholders’ equity.

The Company had no

The Company had

debt securities that were classified

as available for sale securities as of June 30, 2024 and 2023, respectively.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Debt and equity securities (continued)

Debt securities (continued)

Held to maturity

12 unchanged sentences

a held to maturity security as of

2023 and 2022, respectively,

refer to Note 4.

2023, respectively,

uses historical

default experience

debt securities

order to calculate a lifetime loss rate

for its held to maturity debt securities.

of each of July 1, 2023, and

June 30, 2024, the carrying

value of the Company’s held

to maturity debt securities was $

Impairment of debt securities

The Company’s

available for sale

to maturity debt

securities with unrealized

losses are reviewed

quarterly to identify

other-than-temporary impairments in value.

Company’s available for sale and held to maturity debt securities with unrealized

losses are reviewed quarterly to identify other-than-

temporary impairments in value.

With regard to available for sale and held to maturity debt securities, the Company considers (i) the ability and intent to hold the

43 unchanged sentences

income, net of applicable taxes.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Equity securities

7 unchanged sentences

values at its cost

minus impairment, if any, plus or minus changes

minus impairment, if any, plus or minus changes resulting

from observable price changes in orderly transactions for the identical or

a similar investment of the same issuer (“cost

minus changes

a similar investment of the same issuer (“cost minus changes

in observable

3 unchanged sentences

observable prices

securities during the year ended June 30,

2023 and 2021, respectively, are discussed in Note 9.

no changes in the fair value

performs a qualitative assessment on a quarterly basis and recognizes

an impairment loss if there are sufficient indicators that

value of the equity security is less than its carrying value.

securities are discussed in Note 9.

changes in the fair value of the Company’s cost minus

changes in observable prices

equity securities during the

year ended June 30,

2024, 2023 and 2022,

respectively.

The Company performs a qualitative

on a quarterly basis and recognizes an impairment loss if there are sufficient indicators that the fair value

of the equity security is less

than its carrying value.

Policy reserves and liabilities

16 unchanged sentences

fee and allowance for tax on investment income).

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Policy reserves and liabilities (continued)

Deposits on investment contracts

53 unchanged sentences

amount reported outside of permanent equity.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Redeemable common stock (continued)

Redeemable common stock is reclassified as permanent equity when presentation outside

14 unchanged sentences

contracts that can include various combinations of products and services, which are generally capable of being distinct and accounted

for as separate performance obligations.

Revenue is recognized net of allowances

for returns and any taxes collected from customers,

which are subsequently remitted to governmental authorities.

separate performance

observable standalone

selling prices.

recognized net

of allowances

returns and any taxes collected from customers, which are subsequently remitted

to governmental authorities.

Nature of products and services

products and services

purchases airtime for

resale to customers

in these transactions.

revenue as the airtime is delivered to the customer.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Revenue recognition (continued)

Nature of products and services (continued)

Prepaid airtime sold

The Company purchases airtime vouchers for resale to customers and acts as

a principal in these transactions.

Airtime purchased

for resale is included in inventory and released to cost of goods sold,

IT processing, servicing and support upon sale of the inventory.

The Company negotiates and agrees sales prices for airtime sales

with its customers and revenue is measured at the agreed contractual

The Company recognizes revenue when the airtime is delivered

to the customer.

Processing fees

9 unchanged sentences

consideration

upon completion of

the transaction.

certain instances, the

provides a funds

collection and

settlement service for

upon completion of the transaction

and recognizes revenue from these

activities at a point in time.

In certain instances, the Company

also provides a funds collection

and settlement service for its

customers and recognizes revenue from these

activities at a point in

digital vaults

electronically

their nominated

considers each of these services

as a single performance obligation.

accessible by

either transfer to their nominated bank account or to pay certain pre-selected suppliers and recognizes revenue from these activities at

a point in time.

The Company considers

each of these services

as a single performance

The Company’s

contracts specify a transaction price for

revenue fluctuates

transactions processed.

recognized on

completion of the processed transaction.

Customers that have a bank account managed by the

Company are issued cards that can be

utilized to withdraw funds at an ATM

or to transact

at a merchant

point of sale

device (“POS”).

Company earns processing

fees from transactions

processed for

contracts specify

a transaction

provided (for

instance, ATM

withdrawal, balance

revenue fluctuates

of transactions

recognized on the completion of the processed transaction.

as a transaction

processor and in

the capacity of

an agent, facilitates

the delivery value

added services (“VAS”)

to its customers (including prepaid

airtime, prepaid electricity and gaming

vouchers) and earns a commission

once these services are

delivered to the customer.

from these transactions fluctuates based on the volume of VAS

services provided.

Processing revenue fluctuates

the volume of

transactions processed.

Revenue is recognized on the completion of the processed transaction.

The Company, as a transaction processor and in the capacity

of an agent, facilitates the delivery of

value added services (“VAS”)

customers (including

prepaid airtime

vouchers, prepaid

electricity and

gaming vouchers)

services are delivered to the

recognizes revenue from these activities at

a point in time.

transactions fluctuates based on the volume of VAS

services distributed.

operating segment

account managed

issued cards that can be utilized to withdraw

funds at an ATM or to transact at a merchant point of sale device

earns processing fees

from transactions processed

for these customers.

Company’s contracts

specify a transaction

price for each

service provided (for instance,

withdrawal, balance enquiry,

Processing revenue fluctuates based

on the type and

of transactions performed by the customer.

Revenue is recognized on the completion of the processed transaction at

a point in time.

Account holder fees

14 unchanged sentences

holder fees on a

basis on all active bank accounts.

Revenue from account holders’

fees fluctuates based on the number of active bank accounts.

fluctuates based on the number of active bank accounts.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Revenue recognition (continued)

Nature of products and services (continued)

Lending revenue

9 unchanged sentences

revenue is recognized under the contractual terms

The monthly service fee amount is fixed upon initiation and does not

change over the term of the loan.

recognized when billed on a monthly basis.

Interest earned from

28 unchanged sentences

ratably over the license period.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Revenue recognition (continued)

Nature of products and services (continued)

Insurance revenue

43 unchanged sentences

development and post-implementation stages are expensed as incurred.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

provides for income

taxes using the

asset and liability

approach recognizes

the amount of

taxes payable or refundable

for the current year,

as well as deferred

tax assets and liabilities for

the future tax consequence

recognized in the financial statements and tax returns.

Deferred income

taxes are adjusted to reflect the effects of changes in tax

or enacted tax rates.

There was a change in the South African enacted tax

rate during the year ended June 30, 2023, from

Company measured

African income

deferred income

enacted statutory tax

rate in South Africa

The Company used

the enacted statutory

% for the years

30, 2022 and 2021, respectively.

Deferred taxes are adjusted

to reflect the effects of changes in tax laws or rates

the Company’s

balances arise

South Africa.

Company used the enacted statutory

% for the years ended June 30,

2024 and 2023, and the enacted rate

measure current

(benefit) and

expense (benefit)

change in the South African

enacted tax rate during the

year ended June 30, 2023,

%, and the Company measured

South African current tax expense for the years ended June 30, 2023 and 2024 and its South African deferred tax assets and liabilities

as of June 30, 2023 and 2024, using the enacted statutory tax rate in South

In establishing the appropriate deferred tax asset valuation allowances, the Company assesses the realizability of its deferred tax

3 unchanged sentences

tax assets or a portion thereof will be realized.

Reserves for uncertain tax positions are recognized in the financial

statements for positions which are not considered more likely

sustained based

technical merits

positions that

not standard,

the measurement

financial statements

amount of tax benefit that, in management’s judgement, is greater than 50% likely of being

realized based on a cumulative probability

expense and penalties in selling, general and administration in the consolidated

statements of operations.

Unrecognized tax benefits are recorded in the financial statements for positions which are not considered more likely than not of

being sustained based on the

technical merits of the position

on examination by the taxing authorities.

For positions that meet the more

likely than not standard, the measurement of the tax benefit recognized in the financial statements is based upon the largest amount of

tax benefit that, in

management’s judgement, is greater than 50%

likely of being realized

cumulative probability assessment

possible outcomes.

The Company’s

include interest

interest expense

and penalties

selling, general and administration in the consolidated statements of operations.

The Company has elected the period cost method

4 unchanged sentences

as a current-period expense when incurred.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Stock-based compensation

65 unchanged sentences

the statement of operations.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Settlement assets and settlement obligations

The Company provides customers with cash management and digitization

services which enable its merchant customers to

deposit cash into digital vaults (safe assets) operated by the Company,

after which the funds are then electronically accessible by

customers to either transfer to their nominated bank account or to

pay certain pre-selected suppliers.

digital vaults

electronically

accessible by

either transfer to their nominated bank account or to pay certain pre-selected suppliers.

Settlement assets comprise (1) cash received from merchant customers

17 unchanged sentences

Recent accounting pronouncements adopted

issued guidance which

the recognition

and measurement

These items are recognized at fair value

on acquisition under current guidance.

guidance requires an acquiring entity to apply

became effective for

the Company beginning

July 1, 2022.

The adoption of

this guidance did

material impact on the Company’s

financial statements and related disclosures.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

SIGNIFICANT ACCOUNTING POLICIES (continued)

Recent accounting pronouncements not yet adopted

as of June 30, 2023

credit losses

requires consideration of a

broader range of reasonable

and supportable information to

inform credit loss estimates.

For trade and other

receivables, loans, and other

financial instruments, an entity

is required to use a

forward-looking expected loss model

rather than the

incurred loss

In June 2016, the Financial Accounting Standards Board (“FASB”) issued guidance regarding

Measurement of Credit Losses on

Financial Instruments

replaces the incurred

loss impairment

methodology in

with a methodology

reflects expected credit losses

and requires consideration of a

broader range of reasonable and

supportable information to inform credit

loss estimates.

For trade and

other receivables,

other financial

instruments, an entity

forward-looking

expected loss

than the incurred

loss model for

recognizing credit

losses, which

reflects losses

losses relating

to available-for-sale

debt securities will also be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the

This guidance is effective for

the Company beginning July 1, 2023.

is currently assessing the impact of this

guidance on its financial statements and related disclosures, but does

not expect the impact on its financial results to be material.

losses, which reflects

losses that are

losses relating to

available-for-sale debt securities will

recorded through an

allowance for credit

losses rather than

in the amortized cost basis of the securities.

The guidance became effective for the Company beginning July 1, 2023.

The adoption of

this guidance did not have a material impact on the Company’s

financial statements and related disclosures, refer to Note 4.

issued guidance

16 unchanged sentences

and Intangibles

by the Company from July 1, 2020 to July 1, 2023.

The Company is currently assessing the impact of this guidance on its

financial statements and related disclosures, but does not expect the impact on its financial

results to be material.

The Company did not make any acquisitions during the years ended June 30, 2023 and 2021.

paid, net of cash received

related to the Company’s acquisition during

the year ended June 30, 2022, is summarized in the table below:

became effective

Company beginning

this guidance

material impact

financial statements

refer to Note 4.

Recent accounting pronouncements not yet adopted

as of June 30, 2024

requirements,

interim disclosure requirements, clarifies circumstances in which an entity can disclose multiple segment measures of profit

single reportable

other disclosure

requirements.

Company beginning

periods commencing from July

1, 2025 (i.e.

for the quarter

ended September 30, 2025).

The Company is currently

assessing the impact

of this guidance on its financial statements and related disclosures.

requirements.

The guidance requires

entities, on an

annual basis, to

(1) disclose specific categories

in the income tax

rate reconciliation

and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect

of those reconciling items

amount computed

by multiplying

income tax rate).

This guidance

is effective for the Company

beginning July 1, 2025.

is currently assessing the impact

of this guidance on its financial statements and related disclosures.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

The Company did not make any acquisitions during the year ended June 30,

The cash paid, net of cash received related to

the Company’s acquisition during

the years ended June 30, 2024 and 2022, is summarized in the table below:

Total cash paid

2 unchanged sentences

of cash received

(1) – represents the cash paid, net of cash acquired, to acquire a controlling

interest in the Connect.

(1) – amount for 2022 represents the cash paid, net of cash acquired, to acquire

a controlling interest in Connect.

proposed acquisition of Adumo

2024, the Company

entered into a

Sale and Purchase

Agreement (the

“Purchase Agreement”)

with Lesaka SA,

Crossfin Apis Transactional

Solutions (Pty) Ltd

and Adumo ESS

(Pty) Ltd (“the

the Purchase Agreement

subject to its terms and

conditions, Lesaka, through its

Lesaka SA, agreed to

acquire, and the Sellers agreed

to sell, all of

the outstanding equity interests and certain claims in the Adumo (RF) Proprietary

Limited (“Adumo”).

consideration

common stock (“Consideration Shares”) and a ZAR

million, translated at the prevailing rate of $1:

consideration

Agreement includes

customary covenants

Sellers, including

course during the period between

the execution of the Purchase

Agreement and the closing of

the transactions contemplated thereby,

and (ii) not to engage in certain kinds of transactions during such period.

The closing of

the transaction is

subject to customary

closing conditions,

including the following

open conditions (i)

certain third-party

Lesaka SA (or

October 31, 2024,

concluding a written

unconditional

agreement with Crossfin SPV in relation to the acquisition of all (and not

only a portion) of one of the ultimate shareholders’ pro rata

entitlements to

Consideration Shares

liquidated in

tax obligations),

provided that the aggregate consideration

for such entitlements will be equal

to an amount of ZAR

and provided further

as applicable)

guarantee from

Rand Merchant

Bank Limited) or other South African

registered bank in respect of the

settlement of such aggregate consideration

and (2) that, to the

extent applicable,

Lesaka's nominee

conclusion thereof,

implement such agreement.

competition authorities of South Africa and Namibia;

(ii) exchange control approval from the financial surveillance department of the

all necessary

Consideration

Shares to the

Company obtained confirmation

from RMB that it

has sufficient

funds to settle

the cash portion

consideration;

shareholders)

implementation of the Purchase

Agreement, and all other

agreements and transactions contemplated

in the Purchase Agreement;

Adumo entering

agreements and

transactions contemplated

Purchase Agreement,

certain Seller’s

(viii) obtained

of the lender

shareholders regarding

Adumo entering

into the transaction;

Company signing a written

addendum to the Policy

Agreement with International

Finance Corporation that

the inclusion of the Consideration Shares attributable to certain Seller shareholders

in the definition of “Put Shares” under the Policy

Agreement, and related change.

(“SEC”) covering

Consideration

undertaken to use its commercially reasonable efforts to

have the resale registration statement declared effective by

the SEC following

transaction-related

related expenditures of

million and the

Company expects to

incur a further

million in transaction

costs over the

of the 2025 calendar year.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

ACQUISITIONS (continued)

acquisition of Touchsides

In April 2024

the Company closed

the acquisition of

Touchsides (Pty) LTd (“Touchsides”).

data analytics

and insights company,

and complementary with

the Company’s

Kazang business.

acquisition expands Kazang’s

footprint in the

informal market by adding an established solution that

has a strong presence in the

licensed tavern market.

Touchsides has an installed

active POS terminals across South Africa’s licensed taverns, and processes more than

million transactions per

platform-as-a-service

software-as-a-service

(“SaaS”) solutions

tavern outlets,

the measurement

relationships

route-to-market suppliers, and financiers.

Touchsides has been

allocated to our Merchant operating segment.

The final purchase price allocation

of the Touchsides

acquisition, translated at the foreign exchange

rates applicable on the date

of acquisition, is provided in the table below:

Cash and cash equivalents

Accounts receivable

Property, plant and equipment

Operating lease right of use asset

Intangible assets

Accounts payable

Other payables

Operating lease liability – current

Deferred income taxes liabilities

Operating lease liability - long-term

Fair value of assets and liabilities on acquisition

operations have

not been presented

the Touchsides

acquisition is

the year ended June 30, 2024, the Company

incurred acquisition-related expenditure of

million related to this

closing of the Touchsides

acquisition, it has contributed

revenue and net loss

million and $

respectively, for the

year ended June 30, 2024.

April 2022 acquisition of Connect

17 unchanged sentences

closed on April 14, 2022.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

ACQUISITIONS (continued)

Acquisitions (continued)

April 2022 acquisition of Connect (continued)

purchase consideration

10 unchanged sentences

shares of common

stock are issuable

third anniversaries

4 unchanged sentences

Refer to Note 14

for issuances during the

year ended June 30, 2023.

for issuances during the year

ended June 30, 2024 and

2023, respectively.

The fair value of the purchase

consideration settled in shares of

common stock of

NasdaqGS of $

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

ACQUISITIONS (continued)

Acquisitions (continued)

April 2022 acquisition of Connect (continued)

consideration settled in shares

was calculated

closing price on the NasdaqGS of $

authorities of South

42 unchanged sentences

equal in value

approximately

implementation date of

the transaction, Lesaka generates

a positive net profit

for three consecutive quarters,

the ESOP shall increase

% of the issued shares, or approximately

million shares, in Lesaka at the date of the Connect acquisition.

The final structure of

contingent on

Lesaka shareholder

approval and relevant

regulatory and

governance approvals.

established as of the date of the consolidated annual financial statements.

implementation

the transaction,

Lesaka generates

a positive net

profit for three

consecutive quarters,

the ESOP shall

increase to an

Connect acquisition.

is contingent

consolidated annual financial statements.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

ACQUISITIONS (continued)

Acquisitions (continued)

April 2022 acquisition of Connect (continued)

transaction-related

25 unchanged sentences

Fair value of assets and liabilities on acquisition

2021 Acquisitions

LESAKA TECHNOLOGIES, INC.

15 unchanged sentences

Accounts receivable, trade, gross

Allowance for doubtful accounts receivable, end of period

Allowance for credit losses, end of period

Beginning of period

Reallocation to allowance for doubtful finance loans receivable

Reallocation to allowance for credit losses

Reversed to statement of operations

1 unchanged sentence

Foreign currency adjustment

Loans provided to Carbon, net of allowance:

Current portion of amount outstanding related to sale of interest in Carbon,

Current portion of total held to maturity investments

3 unchanged sentences

Total accounts receivable,

(1) Represents

reallocation of

Merchant allowance

finance loans

receivable as

which was included in the allowance for doubtful accounts receivable as of

June 30, 2022.

Accounts receivable,

includes amounts

customers from

the provision

of transaction

processing services,

sale of hardware,

software licenses and

assets and POS

Company did not

2022, respectively

against the allowance for doubtful accounts receivable.

(1) Represents reallocation

of a portion of

the Merchant allowance for

credit losses as of

June 30, 2022, which

was included in

the allowance for credit losses as of June 30, 2022.

Trade receivables include amounts

due from customers

which generally have

short-term life from

date of invoice

provided to settlement.

is less than a year in all cases and

generally less than 30 days in many

The short-term

disproportionately

operational timing issues and

the fact that a balance

is outstanding at month-end

is not necessarily an indication

of increased risk but

rather a matter of operational timing.

Credit risk in respect of trade receivables are generally not

significant and the Company has not developed a sophisticated model

for these basic

credit exposures.

Company determined to

use a lifetime

expressing write-off experience as

of corresponding

invoice amounts

to outstanding

allowance for credit

losses related to

these receivables

invoice/origination

performance of these receivables over

short periods of time.

balances have different rules to

identify an account in distress.

Once balances

in distress are

identified, specific

allowances are immediately

recovery from distressed

is not significant.

Current portion of amount outstanding related to sale of interest in Carbon represents the amount due from the purchaser related

to the sale of the Company’s

interest in Carbon Tech

Limited (“Carbon”), an equity-accounted investment of $

million, net of an

allowance for doubtful

loans receivable of

million and an

amount due related

(refer below), with

million, which was sold in September 2022 for $

to the sale of

the Company’s interest in Carbon Tech Limited (“Carbon”),

which was accounted for

as an equity-accounted investment,

million, net of an allowance for doubtful loans receivable of $

million, refer to Note 9 for additional information.

million provided

was scheduled

repaid before

2020, however,

Carbon requested

payment holiday

of the impact

of the COVID-19

its business.

parties had not

agreed to new

terms as of June 30, 2022.

In June 2021, the Company determined to create an allowance for

doubtful loans receivable of $

due to these circumstances and the ongoing operating losses incurred by Carbon.

million as of June 30, 2023, and an amount due related to

million, which was

sold in September

million, net of

doubtful loans

receivable of

million, refer

for additional

outstanding $

investment in

the allowance

receivable of

million during

the outstanding

related to the sale of the $

million loan, and continues to engage with the purchaser to recover

the outstanding balance.

Investment in

% of Cedar Cellular

7 unchanged sentences

carrying value as

June 30, 2023 and

June 30, 2024

respectively was $

7 unchanged sentences

the process of being extended beyond its original date of August 2022.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

ACCOUNTS RECEIVABLE,

net AND OTHER RECEIVABLES

and FINANCE LOANS RECEIVABLE,

Accounts receivable, net and other receivables (continued)

The Company does not expect

13 unchanged sentences

%) because there are no future cash flows to discount.

receivables also includes transactions-switching funds receivable of $

million which was received in full in November 2022.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

ACCOUNTS RECEIVABLE,

net AND OTHER RECEIVABLES

and FINANCE LOANS RECEIVABLE,

Other receivables include prepayments, deposits, income taxes receivable and

other receivables.

Contractual maturities of held to maturity investments

15 unchanged sentences

Microlending finance loans receivable, gross

Allowance for doubtful finance loans receivable, end of period

Allowance for credit losses - finance loans receivable, end of period

Beginning of period

4 unchanged sentences

Merchant finance loans receivable, gross

Allowance for doubtful finance loans receivable, end of period

Allowance for credit losses - finance loans receivable, end of period

Beginning of period

Reallocation from allowance for doubtful accounts receivable

Reallocation from allowance for credit losses

Reversed to statement of operations

3 unchanged sentences

loans receivable, net

(1) Represents

reallocation of

Merchant allowance

finance loans

receivable as

which was included in the allowance for doubtful accounts receivable as of

June 30, 2022.

finance loans

receivable related

lending activities

Certain merchant

finance loans

receivable have

revolving credit

facility (refer

During the year ended June 30, 2022, the Company adjusted its microlending finance loans receivable allowance provision from

% of the gross book to

% of the gross book as a

result of evidence of lower actual losses incurred on the book which

in an improvement in the collection rate.

(1) Represents reallocation of

a portion of the

Merchant allowance for credit losses

- finance loans receivable

as of June 30,

which was included in the allowance for credit losses as of June 30, 2022.

LESAKA TECHNOLOGIES, INC.

2 unchanged sentences

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

ACCOUNTS RECEIVABLE,

net AND OTHER RECEIVABLES

and FINANCE LOANS RECEIVABLE,

Finance loans receivable, net (continued)

Total finance

loans receivable, net, comprises microlending finance loans receivable related to the Company’s

finance loans

receivable related

lending activities

Certain merchant finance

loans receivable with

an aggregate balance

2024 have been

pledged as security

for the Company’s revolving

credit facility (refer to Note 12).

Allowance for credit losses

Microlending finance loans receivable

Microlending finance loans receivable is related to the Company’s

microlending operations in South Africa whereby it provides

unsecured short-term

loans to qualifying

Loans to customers

, with the majority

originated having

analyses this lending

single portfolio

loans within the

portfolio have similar characteristics and management uses similar processes to monitor and assess

the credit risk of the lending book.

Refer to Note 6 related to the Company risk management process related to these

The Company has operated this lending book for more than

and uses historical default experience over the lifetime of

loans in order

to calculate a

lifetime loss rate

for the lending

The allowance

for credit losses

related to these

microlending finance

loans receivables

is calculated

by multiplying

outstanding lending

lifetime loss

rate as of each

of July 1, 2023

The performing

component (that is, outstanding

loan payments not

arrears) of the book exceeds more than

% of outstanding lending book as of June 30, 2024.

Merchant finance loans receivable

Merchant finance loans

receivable is related

to the Company’s

Merchant lending activities

in South Africa

whereby it provides

short-term loans

to qualifying

twelve months

loans originated having a tenor of approximately

The Company analyses this lending book as a single portfolio because

the loans within the portfolio have similar characteristics and management uses similar processes to monitor and assess the credit risk

of the lending book.

Refer to Note 6 related to the Company risk management process related to these receivables.

experience over

the lifetime of

loans generated thus

to calculate a

lifetime loss rate

for the lending

The allowance

for credit losses related to these merchant finance loans receivables

is calculated by adding together actual receivables in

multiplying the lifetime

loss rate with the

month-end outstanding lending

The lifetime loss

rate as of each

of July 1, 2023

approximately

component (that

is, outstanding

loan payments

and non-performing

component (that

is, outstanding

book represents

approximately

respectively,

outstanding lending book as of June 30, 2024.

The Company’s inventory

1 unchanged sentence

Raw materials

Work in progress

Finished goods

As of June 30, 2023 and 2022, finished goods includes $

2023, finished goods

million and $

million, respectively, of Cell C airtime inventory

million, respectively,

airtime inventory

previously classified

7 unchanged sentences

C entered into an agreement under which Cell C

repurchased by Cell C will be calculated as ZAR

million less the face value of any sales made by the Company during that month.

The Company continued to sell a minimum amount

of Cell C airtime through its internal channels

in late fiscal 2022/ early fiscal 2023

liquidity position.

has increased

repurchased by

calculated as

million less the

Company during

The Company’s

airtime increased

significantly since

the acquisition

because Connect

reseller of Cell C airtime.

As a result, the Company sold higher volumes of airtime through this channel than it did prior to the Cell C

recapitalization.

prevailing conditions

continuing in

month through

repurchase any

this airtime,

no restriction

Company on the sale of the airtime.

The Company agreed to notify Cell C prior to selling any of this airtime, however,

there was no restriction placed on

the Company on the sale of the airtime.

The Company has sold all of this inventory

as of the end of August 2024.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

OF FINANCIAL INSTRUMENTS

12 unchanged sentences

Currency exchange risk

assembles, and inventories that it is required to settle in other currencies, primarily the euro, renminbi, and U.S.

to fluctuations

African rand (“ZAR”), on the one hand, and the U.S.

dollar and the euro, on

the other hand.

The Company is subject to currency exchange risk because it purchases components

for its vaults, that the Company assembles,

and inventories

settle in other

currencies, primarily

the euro, renminbi,

forward contracts in order to limit its

exposure in these transactions to fluctuations

in exchange rates between the South African

(“ZAR”), on the one hand, and the U.S.

dollar and the euro, on the other hand.

Translation risk

20 unchanged sentences

interest rates, which

it manages primarily through regular financing

Interest rates in

South Africa are trending upwards and

the Company expects

higher interest rates

in the foreseeable future

which will increase its

cost of borrowing.

The Company periodically

evaluates the cost

it manages primarily through regular financing activities.

Interest rates in South Africa have been trending upwards

in recent quarters

these consolidated

annual financial

statements, stabilized

current levels,

decline moderately

towards the last

quarter of calendar

ignoring the impact

of changes to

on its borrowings (refer to Note 12), the Company expects its

cost of borrowing to remain stable, or even to decline moderately, in the

future, however

higher interest

Company periodically

evaluates the

effectiveness

equivalents and held to maturity investments and has occasionally

invested in marketable securities.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

OF FINANCIAL INSTRUMENTS (continued)

Risk management (continued)

strategies to

occasionally invested in marketable securities.

non-performance

28 unchanged sentences

and lifestyle expenses.

allowances may

its customers

payments when

due deteriorate

judgment is required

to assess the

ultimate recoverability

required to assess

the ultimate recoverability

of these finance

loan receivables,

including ongoing

of the creditworthiness of each customer.

loan receivables, including

ongoing evaluation

of the creditworthiness

of each customer.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

OF FINANCIAL INSTRUMENTS (continued)

Risk management (continued)

Merchant lending

53 unchanged sentences

to the fair value measurement in its entirety.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

OF FINANCIAL INSTRUMENTS (continued)

Financial instruments (continued)

These levels are:

19 unchanged sentences

liabilities at fair value.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

OF FINANCIAL INSTRUMENTS (continued)

Financial instruments (continued)

Asset measured at fair value using significant unobservable inputs – investment

15 unchanged sentences

lease liabilities into the cash

flow forecasts

and assumes that

be utilized over

the forecast period.

The Company has

marketability

the reduction

shareholding percentage from

% as well as current market conditions.

The Company utilized the latest revised business plan

Adjustments have been made to the WACC

flow forecasts and assumes

that Cell C’s

deferred tax assets would

be utilized over the

forecast period.

has assumed a

the marketability

minority discount from

utilized the latest

business plan provided

Cell C management for the period ended December 31, 2027, for the June 30, 2024, and June 30, 2023, valuations.

Adjustments have

been made to the WACC

rate to reflect the Company’s

35 unchanged sentences

these inputs, may result in a significantly higher or lower fair value measurement.

The following table presents the impact on the carrying value of

the Company’s Cell C investment

% increase and

decrease in the WACC rate and the

EBITDA margins used in

the Cell C valuation

on June 30, 2023,

The following table presents the impact on the carrying value of the Company’s

Cell C investment of a

% decrease and

increase in the WACC rate and the EBITDA margins used

C valuation on June

30, 2024, all amounts translated at

18 unchanged sentences

Cell C’s business.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

OF FINANCIAL INSTRUMENTS (continued)

Financial instruments (continued)

Derivative transactions - Foreign exchange contracts

12 unchanged sentences

2023, respectively.

Derivative transactions - Foreign exchange option contracts

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

OF FINANCIAL INSTRUMENTS (continued)

Financial instruments (continued)

Derivative transactions - Foreign exchange option contracts during the year ended June

The Company held a significant amount of U.S.

dollars in early fiscal 2022 and intended to use a portion of these funds

dollars in early fiscal 2022 and intended to use a portion of these funds to settle

part of the purchase

42 unchanged sentences

Quoted Price in

Active Markets

for Identical

Active Markets for

Identical Assets

Significant Other

Observable Inputs

Investment in Cell C

6 unchanged sentences

Total assets at fair value

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

OF FINANCIAL INSTRUMENTS (continued)

Financial instruments (continued)

The following table presents the

Company’s assets measured

at fair value on a recurring basis as of

The following table presents the Company’s

assets measured at fair value on a recurring basis as of

June 30, 2023, according to

1 unchanged sentence

Quoted Price in

Active Markets

for Identical

Active Markets for

Identical Assets

Significant Other

Observable Inputs

Investment in Cell C

5 unchanged sentences

Total assets at fair value

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

OF FINANCIAL INSTRUMENTS (continued)

Financial instruments (continued)

There have been

37 unchanged sentences

to their short-term nature.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

OF FINANCIAL INSTRUMENTS (continued)

Financial instruments (continued)

Assets and liabilities measured at fair value on a nonrecurring basis

9 unchanged sentences

available, and may

quoted market prices, market comparables, and discounted

cash flow projections.

quoted market prices, market comparables, and discounted cash flow

An impairment charge is recorded when the cost

4 unchanged sentences

are measured at

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

PLANT AND EQUIPMENT,

81 unchanged sentences

in its equity-accounted investments as of June 30, 2024 and 2023, was as follows:

Finbond Group Limited (“Finbond”)

Sandulela Technology

1 unchanged sentence

SmartSwitch Namibia (Pty) Ltd (“SmartSwitch Namibia”)

As of June 30, 2023,

the Company owned

shares in Finbond representing approximately

% of its issued and

outstanding ordinary

Stock Exchange

closing price

the Company’s

million translated

rates applicable

pledged, among

things, its entire equity interest in Finbond as security for the South African facilities

described in Note 12.

Finbond Group Limited (“Finbond”)

remaining equity

Finbond which

and which represented approximately

% of Finbond’s issued and

outstanding ordinary shares immediately

SA had pledged, among other things, its entire equity interest in Finbond as security for the South African facilities described in Note

Sale of Finbond shares during the years ended

June 30, 2024, 2023 and 2022

agreement with Finbond to sell its remaining shareholding to Finbond for a cash consideration of ZAR

The transaction was subject to certain conditions, including regulatory and shareholder approvals, which were

finalized in December 2023.

t record a gain or loss on the disposal

because the sale proceeds were equivalent

the net carrying

value, including accumulated

reserves, of the

investment in Finbond

proceeds received

million) were used to repay capitalized interest under our borrowing facilities, refer

respectively, and recorded a loss of $

14 unchanged sentences

June 30, 2024, 2023 and 2022 (continued)

The following table presents the

calculation of the loss on disposal

of Finbond shares during the

years ended June 30, 2023

The following table presents the calculation of

the loss on disposal of Finbond

shares during the years ended June

30, 2024, 2023

ended June 30,

3 unchanged sentences

release of foreign currency translation reserve from accumulated

comprehensive loss

other comprehensive loss

release of stock-based compensation charge related

to equity-accounted investment

accounted investment

Loss on sale of Finbond shares

2 unchanged sentences

the year ended June 30, 2024

Company considered

impairment indicator.

Company is required to include any foreign currency translation reserve

and other equity account amounts

in its impairment assessment if it considers exiting an equity method investment.

The Company performed an impairment assessment

Finbond, including

currency translation

account amounts,

as of September

The Company recorded an impairment loss of $

million during the quarter ended September 30, 2023, which represented the

difference between

the determined fair value

of the Company’s

interest in Finbond and

the Company’s

carrying value, including

foreign currency

translation reserve

referenced in

2023 agreement referred to above to calculate the determined fair value for Finbond.

Finbond impairments

recorded during

the year ended June 30, 2023

considered the combination

15 unchanged sentences

other-than-temporary

interest in Finbond

and the Company’s

carrying value (before

the impairment).

There continues

to be limited

approximately

between them.

Company calculated a fair

value per share for

Finbond by applying a

liquidity discount of

% to the September

observed on the JSE.

Finbond impairments

recorded during

the year ended June 30, 2021

Finbond published its

half-year results to

August 2020 in

October 2020, which

included the financial

impact of the

pandemic on its reported results during that reporting period.

Finbond incurred losses during the six months to

August 2020, primarily

due to a slow-down in its lending activities.

reported that its lending activities had increased again since

August 2020, albeit

at a slower pace compared with the

prior calendar period.

Finbond’s share price declined substantially during the period from its

year end (February 2020) to September 30, 2020, and the weakness in its traded share

price continued post September 30, 2020.

Company performed

an impairment

assessment of

September 30,

other-than-temporary

decrease in Finbond’s value, which represented the difference between the

determined fair value of the

Company’s interest in Finbond

carrying value

Finbond shares

shareholders that owned approximately

% of its issued and outstanding

shares between them.

The Company calculated

value per share for Finbond by applying a liquidity discount of

Company’s interest

in Finbond and the Company’s

carrying value (before the impairment).

During fiscal 2023, there continued

limited trading

of shareholders

owned approximately

outstanding shares between them.

The Company calculated a fair value per share for Finbond by applying a liquidity discount of

to the September 30, 2022, Finbond closing price of ZAR

The Company performed a

further impairment assessment

of its holding

in Finbond as

of December 31, 2020,

following a modest

further decline

quarter ended December

impairment loss

other-than-temporary

represented the difference between the determined fair value of the Company’s interest in Finbond and the Company’s

carrying value

Company calculated

liquidity discount

2020, Finbond

closing price

total impairment

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

EQUITY-ACCOUNTED

INVESTMENTS AND OTHER LONG-TERM ASSETS (continued)

Equity-accounted investments (continued)

Finbond (continued)

August 2023 agreement to sell our entire

stake in Finbond

agreement with Finbond to sell

its remaining shareholding to

Finbond for a cash

consideration of ZAR

million using

exchange rates

applicable as of

The transaction is

subject to certain

conditions, including

regulatory and

shareholder approvals,

conditions are

before December

otherwise the

transaction will lapse.

The Company increased the liquidity discount from

% (used in the

previous impairment assessment)

the September 30,

2022 assessment) as

the ongoing limited

trading activity

observed on the JSE.

wholly-owned subsidiary,

7 unchanged sentences

Both the equity

carrying value

Etobicoke pledge

shares purchased as security for the amounts outstanding under the binding term

The Company received $

million on closing and the outstanding balance due by Etobicoke is expected to be

paid as follows:

million on September 30,

2023, and (ii) the

remaining amount, of $

a carrying value

(zero) at June

parties agreed that

Etobicoke pledge the

Carbon shares

purchased as security for the amounts outstanding under the binding term sheet.

million on September 30, 2023 (the amount was received in October 2023), and (ii) the remaining amount, of $

million in March

Both amounts are included

caption accounts

receivable, net

receivables in

the Company’s

consolidated balance

Company has allocated the $

million received to the sale of the equity interest and will allocate the funds received first to the sale

of the equity interest and then to the loans.

The Company currently

believes that the fair

value of the Carbon

shares provided as security

(zero), which is in

the carrying value as of June 30, 2022, and has created an allowance for

doubtful loans receivable related to the $

million due from

The Company did not incur any significant

2024 (the amount

received as of

June 30, 2024

(refer to Note

were included in

caption accounts receivable, net and

other receivables in the

Company’s consolidated balance sheet as of June

has allocated the $

million received on closing

to the sale of

the equity interest and

allocated the subsequent

funds received first

to the sale of the equity interest and then to the loans.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

EQUITY-ACCOUNTED

INVESTMENTS AND OTHER LONG-TERM ASSETS (continued)

Equity-accounted investments (continued)

Carbon (continued)

believed that

shares provided

(zero), which

carrying value as

of June 30, 2022,

and created an allowance

for doubtful loans receivable

related to the $

million previously due

from Etobicoke.

incur any significant

transaction costs.

The Company has included the gain of $

million related

the Carbon equity

interest in the

caption net gain

on disposal of

equity-accounted investments in

the Company’s unaudited

condensed consolidated statements of operations.

related to the sale of the Carbon equity interest in the caption net

gain on disposal of equity-accounted investments in the Company’s

consolidated statements of operations.

The following table presents the calculation of the gain on disposal of Carbon

in September 2022:

September 30,

during the year ended June 30, 2023:

Gain on disposal of Carbon shares:

2 unchanged sentences

Gain on disposal of Carbon shares:

(1) The Company does

not expect to pay taxes

related to the sale of Carbon

because the base cost of

its investment exceeds the

sales consideration received.

The Company does not believe that it will be able to utilize

the loss generated because Net1 BV does not

consideration

loss generated

generate taxable income.

Sale of entire interest in

Bank Frick in February 2021

Sale of entire interest in Bank Frick in February 2021 – receipt of cash proceeds during the year ended June 30, 2022

On February 3, 2021,

21 unchanged sentences

related to IPG’s activities with Bank Frick.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

EQUITY-ACCOUNTED

INVESTMENTS AND OTHER LONG-TERM ASSETS (continued)

Equity-accounted investments (continued)

Bank Frick (continued)

Sale of entire interest in

Bank Frick in February 2021 (continued)

The Company included the $

million within cash flows from investing activities and the

million within cash flows from

operating activities in the consolidated statement of cash flows for the year

The outstanding

balance due by KFS of $

million was received in full during the year

ended June 30, 2022.

The outstanding balance due by KFS was expected to be paid

million on October 30, 2021, which is included

in the caption accounts receivable, net and other receivables in the

Company’s consolidated balance sheet as of June 30, 2021, and (ii)

the remaining

actually received

caption other

long-term assets,

including reinsurance

the Company’s

consolidated balance

parties entered

pledge agreement

amounts outstanding under the share sales agreement.

The Company incurred transaction costs of approximately $

The following table presents the calculation of the loss

on disposal of Bank Frick on February 3, 2021

Loss on sale of Bank Frick:

Consideration received in cash on February 3, 2021

Consideration received with note on February 3, 2021, refer to (Note 4)

transaction costs

carrying value of Bank Frick

release of foreign currency translation reserve from accumulated other

comprehensive loss

Loss on sale of Bank Frick

(1) The Company

did not pay taxes

related to the

Frick because the

its investment exceeded

consideration received.

The Company does not believe that it will be able to utilize any capital loss,

if any, generated because Net1 LI

does not own any other capital assets and has since been deregistered.

the Company’s

investment in

approximately

continued to experience

operating losses during

the year ended

June 30, 2021,

and in December

2020, the Company

no longer expected

to recover its carrying value in V2

and impaired its remaining interest in V2,

recording an impairment loss of $

million during the

year ended June 30, 2021.

The Company sold its investment in V2

on April 22, 2021, for one dollar.

achievement of certain pre-defined objectives, and in June 2020 it provided $

million to V2 under this facility.

In September 2020,

the Company and

V2 agreed to reduce

million working capital

facility to $

2020, V2 drew down

remaining available $

million of the working

capital facility.

The Company created

an allowance for doubtful

loans receivable of

million during

the year ended

The Company sold its investment in V2 Limited, now named VantagePay,

an equity accounted investment, on April 22,

the achievement

pre-defined objectives,

this facility.

September 2020, the Company and V2 agreed to reduce the $

million working capital facility to $

In October 2020, V2

drew down the remaining available $

million of the working capital facility.

The Company created an allowance for doubtful loans

receivable of $

million during the year

ended June 30, 2021,

related to the full

amount outstanding as of

June 30, 2021.

amount outstanding

outstanding as of June 30, 2023.

On March 31, 2020, the Company sold its remaining interest in DNI, an investment accounted for using the

equity method at the

date of disposal, to DNI for ZAR

million, translated at exchange rates applicable as of March 31, 2020) through the

The transaction

note principal

was repayable

monthly installments of

million, translated at

exchange rates applicable

as of June 30,

2020) commencing on

Company received

September 30,

outstanding amount

October 26, 2020, for total receipts of $

million for the year ended June 30, 2021.

In November 2020, the Company’s

subsidiary, Net1 SA, signed

an agreement with Walletdoc

under which Walletdoc

repay the loan due to Net1 SA in full and Net1 SA agreed to dispose of its entire interest in

Walletdoc to Walletdoc.

was still outstanding as of June 30, 2024.

LESAKA TECHNOLOGIES, INC.

16 unchanged sentences

Share of net (loss) income

Dividends received

Sale of shares in equity-accounted investment

Equity-accounted investment acquired in business combination

Foreign currency adjustment

11 unchanged sentences

Balance as of June 30, 2022

Foreign currency adjustment

Balance as of June 30, 2022

Loans granted

Foreign currency adjustment

Balance as of June 30, 2023

Balance as of June 30, 2024

Carrying amount as of :

16 unchanged sentences

INVESTMENTS AND OTHER LONG-TERM ASSETS (continued)

Equity-accounted investments (continued)

Summary financial information of equity-accounted investments

equity-accounted

which investments were carried using the equity-method, unless otherwise noted)

as of the stated reporting period of the investee and

translated at the applicable closing or average foreign exchange rates

(as applicable):

Balance sheet, as of

Current assets

Long-term assets

Current liabilities

Long-term liabilities

Non-controlling interest

Statement of operations, for the period ended

Operating (loss) income

(Loss) Income from continuing operations

Net (loss) income

(1) Finbond balances included were derived from its publicly available information

and presented for its years ended February;

(2) Bank Frick

disposed of in February

Statement of operations

information for Bank

Frick is for the

period from July 1,

2020 to January 31, 2021, and the full twelve months for fiscal 2020.

(3) Includes Carbon, SmartSwitch Namibia,

Sandulela, Revix, Walletdoc

and V2, as appropriate.

Balance sheet

information for

Sandulela, and SmartSwitch Namibia is as

of June 30, 2022 and 2021,

respectively.

Statement of operations information

for Carbon, SmartSwitch Namibia, Revix, and V2 for the year ended June 30,

and Walletdoc for

the year ended February 28;

(4) Bank Frick and Finbond are banks and do not present current and

long-term assets and liabilities.

All assets and liabilities of

these two entities are included under the long-term caption;

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

EQUITY-ACCOUNTED

INVESTMENTS AND OTHER LONG-TERM ASSETS (continued)

Other long-term assets

49 unchanged sentences

compulsorily convertible

during the years ended June 30, 2023 and 2022, respectively, and therefore there was no change in the fair value of MobiKwik during

During the year

ended June 30,

2021, MobiKwik

entered into a

number of separate

agreements with new

shareholders to

additional capital through the issuance of additional shares.

Specifically, the Company used the following transactions as the basis for

its fair value

adjustments to

its investment in

MobiKwik during

the year ended

June 30, 2021:

November 2020,

conversion) per share.

The Company considered

each of these transactions to be an observable price change

in an orderly transaction

equity securities

2020 valuation

adjustment to

increase the carrying

investment in

MobiKwik by $

million as of

December 31, 2020.

Company used the March 2021

valuation as the basis for

its adjustment to increase the

carrying value in its

investment in

2021 valuation

its adjustment

its investment

million, is included in the caption “Change in fair value of equity securities” in the consolidated statement of operations for the

year ended June 30, 2021.

during the years ended June 30, 2024,

2023 and 2022, respectively,

and therefore there was no change in

the fair value of MobiKwik

during these years.

Change in the fair value of MobiKwik are included in the caption “Change in fair value of equity securities” in the

consolidated statement of operations.

the year ended June 30, 2021, MobiKwik

entered into a number of separate agreements

capital through

of additional

MobiKwik’s June 2021

capital raise as the basis for its fair value determination of $

aggregate purchase price of ZAR

16 unchanged sentences

information regarding changes in the fair value of Cell C.

deconsolidated

its investment

respectively,

% of CPS’ issued share capital.

LESAKA TECHNOLOGIES, INC.

5 unchanged sentences

Other long-term assets (continued)

deconsolidated

its investment

respectively,

% of CPS’ issued share capital.

In February 2022,

2 unchanged sentences

Revix UK Limited

million because the

$0.7 million because

the Company did

the investment

3 unchanged sentences

disposal of $

million, which is

included in the

caption gain on

disposal of equity

million, which

is included in

the caption gain

on disposal of

securities in the Company’s

8 unchanged sentences

maturity investments as of June 30, 2024:

holding gains

holding losses

Equity securities:

6 unchanged sentences

maturity investments as of June 30, 2023:

holding gains

holding losses

Equity securities:

3 unchanged sentences

Investment in Cedar Cellular notes

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

GOODWILL AND INTANGIBLE

3 unchanged sentences

Balance as of July 1, 2021

Liquidation of subsidiaries

Foreign currency adjustment

Balance as of June 30, 2021

Acquisition of Connect (Note 3)

4 unchanged sentences

Balance as of June 30, 2023

Foreign currency adjustment

Balance as of June 30, 2024

foreign currency

adjustment represents

fluctuations between the

South African Rand

and the Euro,

of the fluctuations

between the South

African Rand and

against the U.S.

dollar on the carrying value.

(2) – The Company deconsolidated

the goodwill and accumulated impairment

related to entities it

substantially liquidated during

the year ended June 30, 2021.

(2) – Represents

7 unchanged sentences

allocated to the merchant reportable operating segment.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

GOODWILL AND INTANGIBLE

net (continued)

Goodwill (continued)

represents the

39 unchanged sentences

businesses, this

may lead to additional impairments

in future periods.

Furthermore, the difficulties of integrating acquired businesses

may be increased

Company also may not

be able to retain key

employees or customers of

an acquired business or realize

cost efficiencies or

benefits that

it anticipated

when selecting

its acquisition

candidates may

have liabilities

additional impairments in future periods.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

GOODWILL AND INTANGIBLE

net (continued)

Goodwill (continued)

to impairments

Furthermore, the

difficulties of

integrating acquired

businesses may

necessity of integrating personnel with disparate

business backgrounds and combining different corporate cultures.

may not be able to retain key employees or

customers of an acquired business or realize cost

efficiencies or synergies or other benefits

anticipated when

selecting its

acquisition candidates.

Acquisition candidates

liabilities or

adverse operating

that the Company fails to discover through due diligence prior to the acquisition.

These factors may also lead to impairments in future

Goodwill has been allocated to the Company’s

2 unchanged sentences

Balance as of July 1, 2021

Liquidation of subsidiaries

Foreign currency adjustment

Balance as of June 30, 2021

Acquisition of Connect (Note 3)

4 unchanged sentences

Balance as of June 30, 2023

Foreign currency adjustment

Balance as of June 30, 2024

currency adjustment

4 unchanged sentences

dollar on the carrying value.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2024 and 2023 and 2022

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

GOODWILL AND INTANGIBLE

Intangible assets

34 unchanged sentences

intangible assets

(1) 2022 balances include the intangible assets acquired as part of the

Connect acquisition in April 2022.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

GOODWILL AND INTANGIBLE

net (continued)

Intangible assets (continued)

Carrying value and amortization of intangible assets (continued)

the finite-lived

2 unchanged sentences

million and $

, respectively.

million, respectively.

Future estimated annual amortization expense for the next five

8 unchanged sentences

estimated annual amortization expense

ASSETS AND POLICYHOLDER LIABILITIES UNDER INSURANCE AND

INVESTMENT CONTRACTS

Reinsurance assets and policyholder liabilities under insurance contracts

Summarized below is the movement in reinsurance assets and policyholder liabilities under

insurance contracts during the years

ended June 30, 2023 and 2022:

Balance as of July 1, 2021

Increase in policy holder benefits under insurance contracts

Claims and policyholders’ benefits under insurance contracts

Foreign currency adjustment

Balance as of June 30, 2022

Increase in policy holder benefits under insurance contracts

Claims and policyholders’ benefits under insurance contracts

Foreign currency adjustment

Balance as of June 30, 2023

(1) Included in other long-term assets (refer to Note 9);

(2) Included in other long-term liabilities;

(3) Represents the effects of the fluctuations of the ZAR against the U.S.

The Company has agreements with reinsurance companies in order to limit its losses from large insurance contracts, however,

the reinsurer is unable to meet its obligations, the Company retains the liability.

The value of insurance contract liabilities is based on

estimate assumptions

experience plus

prescribed margins,

offered, namely

South Africa.

process of deriving

the best estimates

assumptions plus

prescribed margins

includes assumptions

related to claim reporting delays (based on average industry experience).

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

ASSETS AND POLICYHOLDER LIABILITIES UNDER INSURANCE AND

INVESTMENT CONTRACTS

Assets and policyholder liabilities under investment contracts

Summarized below is the movement in assets

and policyholder liabilities under investment contracts during the years

30, 2023 and 2022:

Balance as of July 1, 2021

Increase in policy holder benefits under investment contracts

Foreign currency adjustment

Balance as of June 30, 2022

Increase in policy holder benefits under investment contracts

Claims and decrease in policyholders’ benefits under investment contracts

Foreign currency adjustment

Balance as of June 30, 2023

(1) Included in other long-term assets (refer to Note 9);

(2) Included in other long-term liabilities;

(3) Represents the effects of the fluctuations of the ZAR against the U.S.

The Company does not offer any investment products with guarantees

related to capital or returns.

The amounts below have been translated at exchange rates applicable as of

the dates specified.

RMB Facilities, as amended, comprising a short-term facility (Facility E) and

long-term borrowings

2017, Lesaka SA

entered into a

Agreement, Subordination

Agreement, Security

Cession & Pledge

(collectively,

Nedbank Limited

and Investment

Banking division),

investment bank (collectively, the “Lenders”).

Since 2017, these agreements have been amended to add

additional facilities, including

Facilities G and H, which were obtained to finance the acquisition of Connect (refer to Note 3).

Facilities A, B, C, D and F have been

repaid and cancelled.

30, 2023, the only remaining facilities are

Facility G and Facility H (as defined

below), and Facility

E, an overdraft facility.

Available short-term facility -

overdraft facility of up to ZAR

million, translated at exchange rates applicable as of June 30, 2023) to fund the cash

in the Company’s

The Facility E overdraft

facility was subsequently

reduced to ZAR

million, translated at

exchange rates applicable as

of June 30, 2023) in

September 2019.

2, 2021, Lesaka SA and

RMB entered into a Letter

Amendment to increase Facility

billion to ZAR

million, translated at exchange rates

applicable as

of June 30, 2023).

Interest on the overdraft facility

is payable on the first day of the month following

utilization of the facility and on

the final maturity date based on the South African

The overdraft facility amount utilized must be

repaid in full within one

month of utilization and

amount utilized must be

repaid within

The overdraft facility

is secured by a

by Lesaka SA of, among other things, cash and certain bank accounts utilized in the Company’s ATM

funding process, the cession of

Grindrod Bank

approximately ZAR

million) of this

overdraft facility.

This overdraft facility

therefore the overdraft

utilized and converted

fund the Company’s

is considered restricted

June 30, 2023, was

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

BORROWINGS (continued)

South Africa (continued)

RMB Facilities, as amended, comprising a short-term facility (Facility E) and

long-term borrowings (continued)

Long-term borrowings - Facility G and Facility H

through Lesaka

Fifth Amendment

Restatement Agreement,

includes, among other agreements, an Amended and

Restated Common Terms Agreement (“CTA”), an Amended and Restated Senior

Facility G Agreement (“Facility

G Agreement”) and an

Amended and Restated Senior

Facility H Agreement (“Facility

H Agreement”)

(collectively,

Documents”) with

(RF) Proprietary

Limited (“Debt

Guarantor”), a

South African

company incorporated

holding collateral for

the benefit of

the Lenders and

acting as debt

guarantor is also

of approximately

Facility G now

includes a term loan

million and a

revolving credit facility of

Pursuant to the Facility H Agreement, Lesaka SA may borrow up to an aggregate

of approximately ZAR

Documents contain

covenants that

require Lesaka

specified total

restrict the ability of Lesaka, Lesaka SA, and certain of its subsidiaries to make

certain distributions with respect to their capital stock,

encumber their

assets, incur

additional indebtedness,

make investment

above specified

levels, engage

business combinations and engage in other corporate activities.

March 16, 2023, amendments to the CTA

include an amendment

to the asset cover

ratio to change the

Covenant Equity Value

(as defined in

definition to include

% of the book

the Lesaka Financial Service Proprietary Limited (formerly known as Moneyline Financial Service Proprietary Limited)

and to deduct the net debt

(as defined in the CTA) of Cash Connect Management Solutions

Proprietary Limited (“CCMS”) and K2021

Proprietary Limited (“K2021”) from the respective CCMS and

K2021 valuations.

When determining the Covenant Equity Value,

value of the aggregate of the CCMS Equity Value

(as defined in the CTA) and the K2021 Equity Value

(as defined in the CTA) must

per cent of the Covenant Equity Value.

To the extent that the value of the

aggregate of the CCMS Equity Value

K2021 Equity Value

is not at least

per cent of the

Covenant Equity Value,

the Covenant Equity Value

will be reduced so

aggregate of the CCMS Equity Value and the K2021 Equity Value

per cent of the Covenant Equity Value.

The amendments also

include the removal of a requirement to maintain a minimum group cash balance.

the “Facilities”)

3-month Johannesburg

Interbank Agreed

(“JIBAR”) in effect from

time to time plus a

margin, as a result

of the amendment, from

January 1, 2023 of:

% for as long as

the aggregate balance

under the Facilities is

greater than ZAR

% if the aggregate

balance under the Facilities

equal to or less than ZAR

million, but greater than ZAR

% if the aggregate balance under the Facilities is

Facilities may

be capitalized

facilities, and

date, provided that the sum of the outstanding facility (including interest and fees) plus any accrued interest does not exceed

Facilities outstanding

interest that

quarterly basis.

% on June 30, 2023.

Lesaka SA will pay a quarterly commitment fee computed at a rate of

% of the Applicable Margin (as defined in the CTA) on

the amount of the revolving credit facility outstanding

and such commitment fee will also be capitalized,

subject to the cap discussed

The Facilities are repayable in full on or before December 31, 2025.

amounts available

the Facilities

were utilized,

non-refundable

million to the Lenders related to Facility G and Facility H, respectively.

The Facility H

Agreement provides the Lenders

to discuss the

capitalization of the Lesaka

group with its

Capital Partners Proprietary

Limited (“VCP”) if Lesaka’s

market capitalization on

the NASDAQ Stock Market

the closing price

on the NASDAQ Stock

Market) on any day

falls below the USD

equivalent of ZAR

VCP is required

to maintain an asset cover ratio above

:1.00, calculated as the total VCP investment fund net

asset value (as defined in the Facility

H agreement) divided by the Facility H borrowings outstanding, measured as of March, June, September and December each year (as

applicable) (each a

“Measurement Date”).

Lenders require Lesaka

SA to deliver a

compliance certificate procured from

of each applicable Measurement Date, which shows the computation

of the asset cover ratio.

LESAKA TECHNOLOGIES, INC.

Notes to the consolidated financial statements

for the years ended June 30, 2023 and 2022 and 2021

(All amounts stated in thousands of United States Dollars, unless otherwise stated)

BORROWINGS (continued)

South Africa (continued)

Connect Facilities, comprising long-term borrowings and a short-term facility

On March 22, 2023,

the Company, through CCMS, entered

Amendment and Restatement Agreement, which

agreements, an

Facilities Agreement

(“CCMS Facilities

Facilities Agreement was

amended to increase

the Facility B available

under the CCMS Facilities

Agreement by ZAR

final maturity

been extended

and scheduled

principal repayments

been amended, with the first scheduled repayment commencing from

March 31, 2026.

As of June 30,

2023, the Connect

Facilities include (i)

an overdraft facility

(general banking facility)

million has been

Facility A of

(iii) Facility

million (both

and (iv) an asset-backed facility of ZAR

million (of which ZAR

million has been utilized).

In February 2023, the Company,

through CCMS, obtained a ZAR

million temporary increase in its overdraft facility for a

to specifically

prepaid airtime

temporary increase

was repayable

equal monthly instalments of ZAR

million and which commenced

in March 2023.

through CCMS,

obtained a ZAR

million temporary increase

in its overdraft facility

for a period of

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures