LSAK filing — read by section

Item 2. Management’s Discussion and Analysis

Item 2. Management’s Discussion and Analysis of 
Financial Condition and Results of Operations 
 The following discussion should be read in conjunction with our Annual Report on Form 10-K for the year 
ended June 30, 2024, 
 and the unaudited condensed consolidated financial statements and 
the accompanying notes included in this Form 10-Q. 
 U.S. securities laws 
require that when 
we publish any 
non-GAAP measures, we 
disclose the reason 
for using these 
non-GAAP 
 measures 
and 
provide 
reconciliations 
to 
the 
most 
directly 
comparable 
GAAP 
measures. 
We 
discuss 
why 
we 
consider 
it 
useful 
to 
 present these non 
-GAAP measures and 
the material risks 
and limitations of 
these measures, as 
well as a 
reconciliation of these 
non-
 GAAP measures 
to the 
most directly 
comparable GAAP 
financial measure 
below at 
“—Results of 
Operations—Use of 
Non-GAAP 
 Measures” below. 
 Restatement 
 As 
previously 
described 
in 
the 
Explanatory 
Note 
above 
and 
in 
Note 
1 
to 
our 
unaudited 
condensed 
consolidated 
financial 
 statements, 
we 
have 
restated 
our 
previously 
issued 
unaudited 
condensed 
consolidated 
financial 
statements 
and 
related 
notes 
as 
of 
 December 
31, 
2024 
and 
for 
the 
three 
and 
six 
months 
ended 
December 
31, 
2024. 
As 
a 
result, 
the 
previously 
reported 
financial 
 information as of 
and for the three 
and six months ended 
December 31, 2024 in 
this Item 2, Management’s 
Discussion and Analysis 
 of Financial Condition and Results 
of Operations has been updated to 
reflect the relevant restatement. Refer 
to Note 1 in our 
unaudited 
 condensed 
consolidated 
financial 
statements 
for 
additional 
information 
related 
to 
the 
restatement, 
including 
descriptions 
of 
the 
 adjustments and the impacts on our unaudited condensed consolidated 
financial statements. 

 Other than the effect of the restatement as described in Note 
1 in our unaudited condensed consolidated financial statements, this 
 section has 
not been 
otherwise modified 
and does 
not reflect 
any information 
or events 
occurring after 
February 5, 
2025, the 
filing 
 date 
of 
the 
Original 
Filing, 
or 
modify 
or 
update 
those 
disclosures 
affected 
by 
events 
that 
occurred 
at 
a 
later 
date 
or 
facts 
that 
 subsequently became known to the Company, 
except to the extent they are otherwise required to be included and discussed herein. 
 Forward-looking statements
 Some of the statements in this Form 10-Q constitute forward-looking 
statements. These statements relate to future events or our 
 future financial performance 
and involve known 
and unknown 
risks, uncertainties and 
other factors that 
may cause 
our or our 
industry’s 
 actual results, 
levels of 
activity, 
performance 
or achievements 
to be 
materially 
different 
from 
any future 
results, levels 
of 
activity, 
 performance or achievements expressed, 
implied or inferred by these 
forward-looking statements. Such factors 
include, among other 
 things, those 
listed under Item 
1A.—“Risk Factors” in 
our Annual 
Report on Form 
10-K for 
the year ended 
June 30, 2024. 
In some 
 cases, 
you 
can 
identify forward-looking 
statements 
by terminology 
such as 
“may”, 
“will”, “should 
”, “could”, 
“would”, 
“expects”, 
 “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of such terms 
and other 
 comparable terminology. 
 Although we believe 
that the expectations 
reflected in the 
forward-looking statements are 
reasonable, we do 
not know whether 
 we can 
achieve positive 
future results, 
levels of 
activity, 
performance, or 
goals. Actual 
events or 
results may 
differ 
materially. 
We 
 undertake no obligation to update any of the forward-looking statements after the date of this Form 10-Q to conform those statements 
 to reflect the occurrence of unanticipated events, except as required by applicable 
law. 
 You 
should read this Form 10-Q and the documents that we reference herein and the documents we have filed as exhibits hereto 
 and thereto 
and which we 
have filed with 
the United States 
Securities and 
Exchange Commission 
(“SEC”) completely 
and with 
the 
 understanding that our 
actual future results, 
levels of activity, 
performance and achievements 
may be materially 
different from 
what 
 we expect. We 
qualify all of our forward-looking statements by these cautionary 
statements. 
 Recent Developments 
 Beginning in the 
second quarter of fiscal 
year 2025, Lesaka has 
commenced disclosing its 
financial results across 
three distinct 
 operating divisions: Merchant, Consumer 
and Enterprise. We are building an 
integrated multiproduct platform that 
is organized around 
 addressing a number of customer needs. 

 The Consumer 
Division (“Consumer”) 
will remain 
substantially the 
same. We 
offer 
consumers a 
transactional account, 
loans 
 and insurance. On 1 October the Adumo Payouts business officially 
became part of Consumer. 

 The Merchant Division (“Merchant”) serves merchants 
and micro-merchants, combining existing Connect, Kazang and 
Kazang 
 Insights (previously known 
as Touchsides) operations, as 
well as 
the bulk of 
Adumo, specifically its 
merchant acquiring and 
processing 
 business and its GAAP hospitality platform. Combined the Lesaka 
offering will be amongst the most comprehensive 
in the market in 
 meeting the 
needs of 
micro and 
medium size 
businesses in 
the region. 
Our integrated 
multi-product range 
provides merchants 
with 
 card acquiring, cash management, lending, software and Alternative Digital Payments (“ADP”). ADP includes 
our pre-paid solutions 
 and supplier enabled payments (previously referred to as our value-added services). 

 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 50 
 Our 
Enterprise 
Division 
(“Enterprise”) 
focuses 
on 
large 
corporates, 
mobile 
network 
operators, 
banks, 
governments 
and 
 municipalities. Our offering includes our bill and 
utility payments platform, a new 
payment switch, Prism Switch, as 
well as Hardware 
 Security Modules, 
a third 
party vending 
and security 
business. Enterprise serves 
third party 
corporates and 
the technology 
needs of 
 our Consumer and Merchant Divisions. 

 Merchant Division 
 This division provides merchant acquiring, software, cash management services, lending and ADP, that empower merchants and 
 micro-merchants to transact efficiently and fulfill their 
potential. 
 Performance in Merchant has been driven by: 

 Merchant acquiring 
 Fiscal quarter ended December 31, 
 Q2 2025 
 Q2 2024 
 Q2 2023 
 Number of devices in deployment 
 80,178 
 48,199 
 34,216 
 Total Throughput 
for the quarter (ZAR billions) 
 11.3 
 4.1 
 3.1 
 ●
 Merchant acquiring includes 80,178 devices deployed under the Adumo, Card Connect and Kazang brands. Q2 2025 is 
 inclusive of 
approximately 
27,000 devices 
deployed under 
the Adumo 
brand with 
the Adumo 
transaction closing 
on 
 October 1, 2024. 

 ●
 Throughput increased 
to ZAR 
11.3 
billion for 
the quarter, 
driven mainly 
by the 
inclusion of 
Adumo in 
Q2 2025 
and 
 supported by 19% year-on-year increase in throughput 
attributable to Kazang Pay. 
 Software 
 Our software 
solutions are 
offered through 
GAAP, 
a subsidiary 
of Adumo. 
GAAP has 
operations in 
South Africa, 
Botswana, 
 Kenya 
and 
clients 
in 
a 
further 
21 
countries, 
and 
is 
the 
leading 
provider 
of 
integrated 
point-of-sales 
software 
and 
hardware 
to 
the 
 hospitality industry in Southern Africa, serving clients such as KFC, McDonald’s, 
Pizza Hut, Nando’s and 
Krispy Kreme. 
 Fiscal quarter ended December 31, 
 Q2 2025 
 Number of GAAP sites 

 9,705 
 Approximate ARPU per site (ZAR)
 1 
 3,300 
 1.
 ARPU is calculated on a 
revenue per site basis, as 
monthly figure based on a 
three-month rolling average for the quarter 
 ending December 31, 2024. 
 ●
 The Adumo transaction closed on October 1, 2024. The number of 
GAAP sites was 9,705 as of December 31, 2024. 

 ●
 ARPU per site, which combines hardware, software and acquiring revenue, 
was approximately ZAR 3,300 per month. 
 Cash management 
 Our cash management and digitalization
 solutions effectively “puts the bank” in 4,664 merchants’ 
stores. 
 Fiscal quarter ended December 31, 
 Q2 2025 
 Q2 2024 
 Q2 2023 
 2025 

 vs. 2024 
 Number of devices in deployment 
 4,664 
 4,484 
 4,325 
 4% 
 Cash settlements (throughput) 
for the quarter 
(ZAR billions) 
 30.4 
 29.9 
 29.5 
 2% 
 ●
 Our cash business remains a vital product in our merchant offering and is a key differentiator for us in the digitalization 
 of cash. We provide robust cash vaults in the merchant 
sector (Cash Connect) and are building a presence in the micro-
 merchant 
sector 
(Kazang 
Vaults), 
which 
enables 
our 
merchant 
customer 
base 
to 
mitigate 
their 
operational 
risks 
 pertaining to cash management and security. 

 Lending 
 Our lending
 solutions are offered to 
merchants through Capital Connect 
and Adumo Capital, a joint 
venture with Retail Capital 
 (a division of Tyme Bank) 
for Merchant Cash Advance (“MCA”), with a 50:50 profit share. 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 51 
 Fiscal quarter ended December 31, 
 Q2 2025 
 Q2 2024 
 Q2 2023 
 Total credit disbursed 
(ZAR millions)
 1
 178 
 170 
 205 
 Total net loan book 
size at period end (ZAR millions)
 
1
 343 
 253 
 290 
 1.
 Amounts reflected above includes 100% of Adumo 
Capital’s 
credit disbursed and net loan book. 
 ●
 Q2 2025 
is inclusive 
of credit 
disbursed 
under 
the Adumo 
brand 
with the 
Adumo 
transaction closing 
on October 
1, 
 2024. 

 ●
 Capital Connect’s 
lending proposition 
is an important 
component in 
enabling the merchants 
we serve 
to compete 
and 
 grow. 

 ●
 Adumo Capital, a 50:50 joint venture 
with Retail Capital, enables merchants to 
access working capital in exchange 
for 
 a portion of future turnover at POS. 
Merchants can apply online and have access to funds within 24 hours.
 Alternative Digital Payments
 ADP includes our pre-paid solutions and supplier enabled payments (previously 
referred to as our value-added services). 

 Pre-paid 
solutions 
comprise 
airtime, 
electricity 
and 
gaming 
vouchers. 
Supplier 
enabled 
payments 
predominantly 
includes 
 supplier payments, with the balance attributable to international money transfers, bill payments, satellite (digital) television 
offerings. 
 Fiscal quarter ended December 31, 
 Q2 2025 
 Q2 2024 
 Q2 2023 
 2025 
 vs. 2024 
 Number of devices in deployment
 1
 89,571 
 79,051 
 64,428 
 13% 
 Total throughput 
for the quarter (ZAR billions) 
 11.1 
 8.4 
 6.9 
 32% 
 Pre-paid solutions throughput for the quarter 
(ZAR billions) 
 4.9 
 4.6 
 3.7 
 7% 
 Supplier enabled payments throughput for the 
quarter (ZAR 
 billions) 
 6.2 
 3.8 
 3.2 
 63% 
 1.
 2025 includes 
5,714 devices 
attributable to 
the acquisition 
of Kazang 
Insights (formerly 
known as 
Touchsides), 
effective 
 May 1, 2024, which are not enabled for Alternative 
Digital Payments. 

 ●
 We had 89,571 devices deployed 
as of December 
31, 2024, representing a 
13% year-on-year growth compared 
to 79,051 
 devices as of December 31, 2023. This includes 5,714 devices in Kazang Insights 
 (formerly known as Touchsides) 
 sites 
 that are not yet enabled for ADP. 
 ●
 Core to 
our device 
placement strategy 
is the 
decision 
to focus 
on quality 
business and 
optimizing 
our existing 
fleet, 
 which is reflected in a healthy throughput growth. 
 ●
 Total 
throughput 
increased 
32% 
to 
ZAR 
11.1 
billion 
year-on-year, 
driven 
by 
a 
63% 
increase 
in 
supplier 
enabled 
 payments. 
 Consumer Division 

 In 
our 
Consumer 
Division 
we 
offer 
transactional 
accounts 
(banking), 
insurance, 
lending 
and 
payments 
solutions 
designed 
to 
 improve the lives 
of historically underserviced 
consumers and continue 
to deliver against 
our strategic focus 
areas underpinning our 
 growth strategy. 

 Consumer 
 Fiscal quarter ended December 31, 
 Q2 2025 
 Q2 2024 
 Q2 2023 
 2025 

 vs. 2024 
 Transactional accounts 
(banking) - EasyPay Everywhere ("EPE") 
 Total active EPE transactional account base at 
quarter end 
 (millions) 
 1.6 
 1.4 
 1.2 
 11% 
 Total active EPE transactional account base at 
quarter end 
 - Permanent grant recipients (millions)
 1
 1.4 
 1.2 
 1.0 
 16% 
 Approximate 
Gross 
EPE 
account 
activations 
for 
the 
 quarter -Permanent grant recipients (number) 
 99,000 
 137,000 
 43,000 
 (27%) 
 Approximate Net EPE account activations 
for the quarter 
 - Permanent grant recipients (number)
 1
 65,000 
 102,000 
 10,000 
 (37%) 
 Lending - EasyPay Loans
 Approximate 
number 
of 
loans 
originated 
during 
the 
 quarter (number) 
 336,000 
 278,000 
 225,000 
 21% 
 Gross advances in the quarter (ZAR millions) 
 617 
 447 
 339 
 38% 
 Loan book size, 
before allowances, at 
quarter end
 2
 
(ZAR 
 millions) 
 709 
 503 
 398 
 41% 
 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 52 
 Consumer 
 Fiscal quarter ended December 31, 
 Q2 2025 
 Q2 2024 
 Q2 2023 
 2025 

 vs. 2024 
 Insurance - EasyPay Insurance
 Approximate number 
of insurance 
policies written in 
the 
 quarter (number) 
 50,000 
 42,000 
 29,000 
 19% 
 Total 
active 
insurance 
policies 
on 
book 
at 
quarter 
end 
 (number) 
 496,488 
 384,338 
 294,157 
 29% 
 Average 
revenue 
per 
customer 
per 
month, 
as 
of 
 December 31, (permanent grant beneficiaries) (ZAR)
 94 
 85 
 74 
 11% 
 Adumo Payouts 
 Approximate number of active cardholders 

 200,000 
 - 
 - 
 - 
 Approximate load value for the quarter (ZAR millions) 
 170 
 - 
 - 
 - 
 1.
 Source: SASSA statistical reports portal (2024) | Permanent grant customers per SASSA’s 
monthly Social Assistance report 
 (December 31, 2024). 
 2.
 Gross loan book, before 
provisions. 
 ●
 Driving customer acquisition 
 o
 Gross EPE account 
activations, continue to 
grow at the new 
levels for the permanent 
base, post our marketing 
and 
 distribution network enhancements 
in fiscal 2024. 
We 
achieved approximately 99,000 
gross account activations 
in 
 the quarter, compared to 
approximately 137,000 in the second quarter of fiscal 2024 
which was higher than normal 
 due 
to operational 
issues at 
the 
Post Bank 
specific 
to 
that quarter; 
and 
approximately 
71,000 
gross activations 
a 
 quarter 
ago 
(Q1 
2025). 
After 
accounting 
for 
churn, 
net 
active 
account 
growth 
(
 permanent 
grant 
customers 
per 
 SASSA’s 
monthly Social Assistance 
report for 
December 31, 2024, 
on the SASSA 
statistical reports 
portal) 
 for the 
 quarter 
was 
approximately 
65,000 
accounts, 
compared 
to 
approximately 
102,000 
in 
the 
second 
quarter 
of 
fiscal 
 2024, and 33 000 in the first quarter of fiscal 2025. 

 o
 Our total active EPE transactional account base stood at approximately 1.6 million at the end of December 2024, of 
 which 
approximately 
1.4 
million 
(or 
approximately 
89%) 
are 
permanent 
grant 
recipients 
(
 permanent 
grant 
 customers per SASSA’s 
monthly Social 
Assistance report 
for December 
31, 2024, 
on the SASSA 
statistical reports 
 portal). 
 The balance comprises Social Relief of Distress (“SRD”) grant recipients, which was introduced during the 
 COVID pandemic and extended in calendar year 2024. 
 o
 Our priority 
is to grow 
our permanent 
grant recipient 
customers base, 
where we 
can build 
deeper relationships 
by 
 offering products such as insurance and lending. We 
do not offer the same breadth of service to the SRD grant base 
 due to the temporary nature of the grant. 
 ●
 Progress on cross 
selling 
 EasyPay Loans 

 o
 We 
originated 
approximately 336,000 
loans during 
the quarter, 
with our 
consumer 
loan book, 
before allowances 
 (“gross book”), increasing 41% 
to ZAR 709 million as 
of December 31, 2024, 
compared to ZAR 503 million 
as of 
 December 31, 2023. 
 o
 We have not amended our credit scoring or other lending criteria, and the growth is reflective of the demand for our 
 tailored 
loan 
product 
for 
this 
market, 
growth 
in 
EPE 
bank 
account 
customer 
base 
and 
improved 
cross-selling 
 capabilities. 

 o
 The 
loan 
conversion 
rate continues 
to improve 
following 
the implementation 
of 
a number 
of targeted 
Consumer 
 lending campaigns and encouraging results from our digital channels. 

 o
 The 
portfolio 
loss 
ratio 
of 
approximately 
6%, 
calculated 
as 
the 
loans 
written 
off 
over 
the 
last 
12 
months 
as 
a 
 percentage of 
the total 
gross loan 
book at 
the end 
of the 
quarter, 
has remained 
stable at 
approximately 6% 
on an 
 annualized basis, compared to quarter two fiscal 2024. 
 EasyPay Insurance 

 o
 Our insurance product sales continue to grow and 
is a material contributor to the 
improvement in our overall ARPU. 
 We 
have 
been 
able 
to 
improve 
customer 
penetration 
to 
35% 
of 
our 
active 
permanent 
grant 
account 
base 
as 
of 
 December 31, 2024, compared 
to 31% as of December 
31, 2023. Approximately 
50,000 new policies were 
written 
 in the quarter, compared to 
approximately 42,000 in the 
comparable period in fiscal 
2024. The total number 
of active 
 policies has grown 29% to approximately 496,000 policies as of December 31, 2024, 
compared to 384,000 policies 
 as of December 31, 2023. 
 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 53 
 ARPU 

 o
 ARPU for 
our permanent 
client base 
has increased 
to approximately 
ZAR 94 
per month 
for the 
second quarter 
of 
 fiscal 2025, from approximately ZAR 85 in the second quarter of fiscal 2024. 

 Adumo Payouts 
 o
 On 1 October the Adumo Payouts business officially became part 
of the Consumer Division. 

 o
 The number of active card 
holders was approximately 200,000 at 
the end of the second quarter of 
fiscal 2025, with 
 a load value of approximately ZAR 170 million for quarter ended December 
31, 2024. 
 Enterprise Division 
 In 
our 
Enterprise 
Division 
we 
deliver 
software 
and 
payment 
technology 
to 
enterprise 
clients, 
who 
are 
generally 
large-scale 
 corporate 
and government 
organizations, 
including 
but not 
limited 
to banks, 
mobile network 
operators 
and 
municipalities, driving 
 efficiency and innovation. 
 Fiscal quarter ended December 31, 
 Q2 2025 
 Q2 2024 
 2025 

 vs. 2024 
 Bill Payments 

 Total Throughput 
for the quarter (ZAR billions) 
 8.3 
 7.3 
 13% 
 Utility Payments 
 Total Throughput 
for the quarter (ZAR billions) 
 1.6 
 2.0 
 (16%) 
 Hardware Security Modules 

 Units 
 147 
 138 
 7% 
 Switching
 1
 Approximate number of transactions (million) 
 34 
 - 
 - 
 1.
 Our 
new 
payment 
switch, 
Prism Switch 
has 
been 
in production 
since 
June 
2024 thus 
prior 
period 
comparatives 
are 
not 
 applicable. 

 Acquisition of Recharger 
 On November 20, 
2024, we announced 
the acquisition of 
Recharger (Pty) Ltd (“Recharger”), 
an acquisition subject 
to satisfaction 
 of customary closing 
conditions. As of 
January 29, 2025, 
all regulatory approvals, 
including approval by 
the Competition Commission, 
 have been satisfied. The 
transaction is expected to 
close in the third quarter 
of fiscal 2025, once 
the remaining procedural customary 
 closing conditions are satisfied. 

 The purchase 
consideration of 
ZAR 507 
million will 
be paid 
over two 
tranches with 
the first tranche 
settled at closing 
and the 
 second tranche 
a year later. 
The purchase consideration 
will be settled 
through a 
combination of 
ZAR 332 million 
in cash and 
ZAR 
 175 million 
in shares 
of our 
common stock. 
The share 
price applied 
to determine 
the number 
of shares 
of our 
common stock 
to be 
 issued for the equity consideration will be based on the volume-weighted average price 
of our shares for the three-month period prior 
 to 
the 
disbursal 
of 
each 
tranche. 
 We 
 will 
also 
make 
a 
ZAR 
43 
million 
contribution 
to 
Recharger 
at 
closing 
which 
will 
be 
used 
 exclusively to repay a loan due by Recharger to the seller. 
 We 
expect 
the 
acquisition 
to 
act 
as an 
entry 
point 
for 
us 
into 
the 
South 
African 
private utilities 
space 
while 
augmenting 
the 
 Enterprise division’s alternative 
payment offering. 
 Improvement in our Broad Based Black Economic 
Empowerment (“B-BBEE”) rating to level 3 
 B-BBEE is 
a key 
strategic priority 
for us. Achievement 
of B-BBEE 
objectives is 
measured by 
a scorecard 
which establishes 
a 
 weighting 
for 
various 
elements. 
Scorecards 
are 
independently 
reviewed 
by 
accredited 
BEE 
verification 
agencies 
which 
issue 
a 
 certificate that presents an entity’s BEE Contributor Status Level, with 
level 1 being the highest 
and “no rating” (a level 
below level 8) 
 as the lowest. During fiscal 2025 we reported that our independently verified B-BBEE rating improved to a level 3 rating from a level 
 4 rating achieved in fiscal year 2024. 
 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 54 
 Critical Accounting Policies
 Our unaudited condensed consolidated 
financial statements have been 
prepared in accordance with U.S. 
GAAP, 
which requires 
 management 
to 
make 
estimates 
and 
assumptions 
about 
future 
events 
that 
affect 
the 
reported 
amount 
of 
assets 
and 
liabilities 
and 
 disclosure 
of 
contingent 
assets and 
liabilities. 
As future 
events 
and 
their 
effects 
cannot be 
determined 
with 
absolute 
certainty, 
the 
 determination 
of 
estimates 
requires 
management’s 
judgment 
based 
on 
a 
variety 
of 
assumptions 
and 
other 
determinants 
such 
as 
 historical experience, current and expected market conditions and certain scientific evaluation techniques. Critical accounting policies 
 are those 
that reflect 
significant judgments 
or uncertainties 
and may 
potentially result 
in materially 
different 
results under 
different 
 assumptions 
and 
conditions. 
We 
have 
identified 
the 
following 
critical 
accounting 
policies that 
are 
described 
in 
more 
detail 
in 
our 
 Annual Report on Form 10-K for the year ended June 30, 2024: 
 

 ●
 Business Combinations and the Recoverability of Goodwill; 
 ●
 Intangible Assets Acquired Through Acquisitions; 
 ●
 Revenue recognition – principal versus agent considerations; 
 ●
 Valuation 
of investment in Cell C; 
 ●
 Recoverability of equity securities and equity-accounted investments; 
 ●
 Deferred Taxation; 
 ●
 Stock-based Compensation; 
 ●
 Accounts Receivable and Allowance for Doubtful Accounts Receivable; 
and 
 ●
 Lending. 
 Recent accounting pronouncements adopted
 Refer to Note 
1 to 
our unaudited condensed 
consolidated financial statements 
for a full 
description of accounting 
pronouncements 
 adopted, including the dates of adoption and the effects on 
our unaudited condensed consolidated financial statements. 
 Recent accounting pronouncements not yet adopted 
as of December 31, 2024 
 Refer 
to 
Note 
1 
to 
our 
unaudited 
condensed 
consolidated 
financial 
statements 
for 
a 
full 
description 
of 
recent 
accounting 
 pronouncements 
not 
yet 
adopted 
as 
of 
December 
31, 
2024, 
including 
the 
expected 
dates 
of 
adoption 
and 
effects 
on 
our 
financial 
 condition, results of operations and cash flows. 
 Currency Exchange Rate Information 

 Actual exchange rates 
 The actual exchange rates for and at the end of the periods presented were 
as follows: 
 Table 1 
 Three months ended 
 Six months ended 
 Year 
ended 
 December 31, 
 December 31, 
 June 30, 
 2024 
 2023 
 2024 
 2023 
 2024 
 ZAR : $ average exchange rate 

 17.9054 
 18.7313 
 17.9327 
 18.6885 
 18.7070 
 Highest ZAR : $ rate during period 

 18.8296 
 19.4568 
 18.8296 
 19.4568 
 19.4568 
 Lowest ZAR : $ rate during period 

 17.3354 
 18.2076 
 17.1144 
 17.6278 
 17.6278 
 Rate at end of period 

 18.8296 
 18.2982 
 18.8296 
 18.2982 
 18.1808 
 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 
 55 
 Translation exchange 
rates for financial reporting purposes
 We are required 
to translate our results of operations from ZAR to U.S. dollars on a monthly 
basis. Thus, the average rates used 
 to translate this 
data for 
the three and 
six months ended 
December 31, 2024 
and 2023, vary 
slightly from the 
averages shown 
in the 
 table above. Except as 
described below, 
the translation rates we 
use in presenting our 
results of operations are 
the rates shown in 
the 
 following table: 
 Three months ended 
 Six months ended 
 Year 
ended 
 Table 2 
 December 31, 
 December 31, 
 June 30, 
 2024 
 2023 
 2024 
 2023 
 2024 
 Income and expense items: $1 = ZAR 

 17.8495 
 18.7108 
 17.7967 
 18.7124 
 18.6844 
 Balance sheet items: $1 = ZAR 

 18.8296 
 18.2982 
 18.8296 
 18.2982 
 18.1808 
 We 
have translated 
the results 
of operations 
and operating 
segment information 
for the 
three and 
six months 
ended December 
 31, 2024 
and 2023, 
provided in 
the tables 
below using 
the actual 
average exchange 
rates per 
month (i.e. 
for each 
of October 
2024, 
 November 
2024, 
and 
December 
2024 
for 
the 
second 
quarter 
of 
fiscal 
2025) 
between 
the 
USD 
and 
ZAR 
in 
order 
to 
reduce 
the 
 reconciliation 
of information 
presented to 
our chief 
operating decision 
maker. 
The impact 
of using 
this method 
compared with 
the 
 average rate for the 
quarter and year to 
date is not significant, 
however, it does result in 
minor differences. We believe that presentation 
 using 
the 
average 
exchange 
rates 
per 
month 
compared 
with 
the 
average 
exchange 
rate 
per 
quarter 
and 
year 
to 
date 
improves 
the 
 accuracy of the information presented in our external financial 
reporting and leads to fewer differences between our external reporting 
 measures which are supplementally presented in ZAR, and our internal management 
information, which is also presented in ZAR. 
 Results of Operations
 The discussion 
of our 
consolidated overall 
results of 
operations is 
based on 
amounts as 
reflected 
in our 
unaudited condensed 
 consolidated financial 
statements which 
are prepared 
in accordance 
with U.S. 
GAAP. 
We 
analyze our 
results of 
operations both 
in 
 U.S. dollars, as presented in the unaudited condensed consolidated 
financial statements, and supplementally in ZAR, because ZAR is 
 the functional 
currency of 
the entities 
which contribute 
the majority 
of our 
results and 
is the 
currency in 
which the 
majority of 
our 
 transactions 
are 
initially 
incurred 
and 
measured. 
Presentation 
of our 
reported 
results 
in ZAR 
is a 
non-GAAP 
measure. 
Due 
to 
the 
 significant impact of currency 
fluctuations between the U.S. 
dollar and ZAR on 
our reported results and because 
we use the U.S. 
dollar 
 as our reporting 
currency, 
we believe that 
the supplemental presentation 
of our results 
of operations in 
ZAR is useful 
to investors to 
 understand the changes in the underlying trends of our business. 

 
 
 56 
 Our 
operating 
segment 
revenue 
presented 
in 
“—Results 
of 
operations 
by 
operating 
segment” 
represents 
total 
revenue 
per 
 operating segment before intercompany 
eliminations. A reconciliation between 
total operating segment revenue and 
revenue, as well 
 as 
the 
reconciliation 
between 
our 
segment 
performance 
measure 
and 
net 
loss 
before 
tax 
(benefits) 
expense, 
is 
presented 
in 
our 
 unaudited 
condensed 
consolidated 
financial 
statements 
in 
Note 
18 
to 
those 
statements. 
Our 
chief 
operating 
decision 
maker 
is 
our 
 Executive 
Chairman 
and 
he 
evaluates 
segment 
performance 
based 
on 
segment 
earnings 
before 
interest, 
tax, 
depreciation 
and 
 amortization 
(“EBITDA”), 
adjusted 
for 
items 
mentioned 
in 
the 
next 
sentence 
(“Segment 
Adjusted 
EBITDA”) 
for 
each 
operating 
 segment. 
We 
do not 
allocate once 
-off 
items (as 
defined below), 
stock-based 
compensation charges, 
depreciation 
and amortization, 
 impairment 
of 
goodwill 
or 
other 
intangible 
assets, 
other 
items 
(including 
gains 
or 
losses 
on 
disposal 
of 
investments, 
fair 
value 
 adjustments to equity securities, fair value adjustments to 
currency options), interest income, interest expense, income 
tax expense or 
 loss from equity-accounted investments 
to our reportable segments. Once-off 
items represent non-recurring expense items, 
including 
 costs related 
to 
acquisitions 
and 
transactions 
consummated 
or 
ultimately 
not 
pursued. 
The Stock-based 
compensation 
adjustments 
 reflect stock-based compensation expense and are both excluded 
from the calculation of Segment Adjusted EBITDA 
and are therefore 
 reported as reconciling items to reconcile the reportable segments’ 
Segment Adjusted EBITDA to our loss before income 
tax expense. 
 Effective from fiscal 2025, all lease charges are allocated to our operating segments, whereas in 
fiscal 2024 we presented certain lease 
 charges 
on 
a 
separate 
line 
outside 
of 
our 
operating 
segments. 
Prior 
period 
information 
has 
been 
re-presented 
to 
include 
the 
lease 
 charges 
which 
were 
previously 
reported 
on 
a 
separate 
line 
in 
our 
Consumer 
and 
Merchant 
(and 
now 
Merchant, 
Consumer 
and 
 Enterprise) 
operating segments. 
 Group 
Adjusted 
EBITDA 
represents 
Segment 
Adjusted 
EBITDA 
after 
deducting 
group 
costs. 
Refer 
also 
“Results 
of 
 Operations—Use of Non-GAAP Measures” below. 
 Our fiscal 2025 financial 
results include Adumo from 
October 1, 2024. Adumo 
is not included in our 
financial results for fiscal 
 2024. 
 We 
analyze our 
business and 
operations 
in terms 
of three 
inter-related 
but independent 
operating segments: 
(1) Merchant 
(2) 
 Enterprise and (3) Consumer. 
In addition, corporate activities 
that are impracticable to 
allocate directly to the 
operating segments, as 
 well as any inter-segment eliminations, are included in Group costs. Inter-segment revenue eliminations are included 
in Eliminations. 

 Second quarter of fiscal 2025 compared to second quarter 
of fiscal 2024 
 The following factors had 
a significant impact on 
our results of operations 
during the second quarter 
of fiscal 2025 as compared 
 with the same period in the prior year: 
 ●
 Higher revenue: 
 Our revenues increased 
0% in ZAR, 
primarily due to 
the inclusion of 
Adumo, an increase 
in value-added 
 services activity in 
Merchant, higher 
low margin 
prepaid airtime sales, 
as well as 
higher transaction, 
insurance and lending 
 revenues in Consumer, which was partially offset 
by a lower contribution from Enterprise;
 ●
 Operating income 
decrease: 
 Operating income 
decreased primarily 
due to higher 
costs and the 
increase in amortization 
of 
 acquisition-related 
intangible assets 
related 
to 
the 
acquisition 
of 
Adumo, 
which 
was partially 
offset 
by 
contribution 
from 
 Adumo from October 1, 2024; 

 ●
 Non-cash fair value adjustment related to equity securities: 
 We recorded a non 
-cash fair value loss of $33.7 million during 
 the second quarter of fiscal 2025 related to our investment in MobiKwik; 
 ●
 Higher net interest 
charge:
 
Net interest charge 
increased to $5.5 
million (ZAR 97.7 
million) from $4.3 
million (ZAR 81.2 
 million) primarily due to higher 
overall borrowings, which was partially 
offset by an increase in 
interest received as a result 
 of the inclusion of Adumo; and 
 ●
 Foreign exchange 
movements:
 
The U.S. 
dollar was 
5% weaker 
against the 
ZAR during 
the second 
quarter of 
fiscal 2025 
 compared to the prior period, which positively impacted our U.S. dollar 
reported results. 
 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 57 
 Consolidated overall results of operations 
 This discussion is based on the amounts prepared in accordance with U.S. GAAP. 
 The following tables show the changes in the items comprising our statements of operations, 
both in U.S. dollars and in ZAR: 
 Table 3 
 In United States Dollars 
 Three months ended December 31, 
 2024 
 2023 
 % 
 (As restated)
 (A)
 (As restated)
 (A)
 $ ’000 
 $ ’000 
 change 
 Revenue 

 176,216 
 143,893 
 22% 
 Cost of goods sold, IT processing, servicing and support 

 130,696 
 114,266 
 14% 
 Selling, general and administration 

 36,520 
 21,541 
 70% 
 Depreciation and amortization 

 8,223 
 5,813 
 41% 
 Operating income 
 777 
 2,273 
 (66%) 
 Change in fair value of equity securities 
 (33,731) 
 - 
 nm 
 Loss on disposal of equity-accounted investments 
 161 
 - 
 nm 
 Interest income 

 721 
 485 
 49% 
 Interest expense 

 6,174 
 4,822 
 28% 
 Loss before income tax (benefit) expense 
 (38,568) 
 (2,064) 
 1,769% 
 Income tax (benefit) expense 
 (6,412) 
 686 
 nm 
 Net loss before earnings from equity-accounted investments 

 (32,156) 
 (2,750) 
 1,069% 
 Earnings from equity-accounted investments 

 50 
 43 
 16% 
 Net loss 
 (32,106) 
 (2,707) 
 1,086% 
 Less net income attributable to non-controlling interest 

 28 
 - 
 nm 
 Net loss attributable to us 

 (32,134) 
 (2,707) 
 1,087% 
 (A) Revenue and cost of 
goods sold, IT processing, servicing and 
support for the three months 
ended December 31, 2024, have been 
restated 
 and increased by $29.4 million to correct the misstatements discussed in Note 1 to the unaudited condensed consolidated statement of operations. 
 Table 4 
 In South African Rand 
 Three months ended December 31, 
 2024 
 2023 
 % 
 (As restated)
 (A)
 (As restated)
 (A)
 ZAR ’000 
 ZAR ’000 
 change 
 Revenue 

 3,155,758 
 2,694,506 
 17% 
 Cost of goods sold, IT processing, servicing and support 

 2,340,669 
 2,139,730 
 9% 
 Selling, general and administration 

 653,756 
 403,443 
 62% 
 Depreciation and amortization 

 147,086 
 108,863 
 35% 
 Operating income 
 14,247 
 42,470 
 (66%) 
 Change in fair value of equity securities 
 (614,710) 
 - 
 nm 
 Loss on disposal of equity-accounted investments 
 2,886 
 - 
 nm 
 Interest income 

 12,886 
 9,080 
 42% 
 Interest expense 

 110,580 
 90,329 
 22% 
 Loss before income tax (benefit) expense 
 (701,043) 
 (38,779) 
 1,708% 
 Income tax (benefit) expense 
 (116,954) 
 12,845 
 nm 
 Net loss before earnings from equity-accounted investments 

 (584,089) 
 (51,624) 
 1,031% 
 Earnings from equity-accounted investments 

 891 
 805 
 11% 
 Net loss 
 (583,198) 
 (50,819) 
 1,048% 
 Less net income attributable to non-controlling interest 

 496 
 - 
 nm 
 Net loss attributable to us 

 (583,694) 
 (50,819) 
 1,049% 
 (A) Revenue and cost of goods sold, IT 
processing, servicing and support for the six months 
ended December 31, 2024, have been restated 
and 
 increased by ZAR 526.6 million to correct the misstatements discussed in Note 1 to the unaudited condensed consolidated statement of operations. 
 Revenue increased by $32.3 
million (ZAR 461.3 million) 
or 22.5% (17.1%), primarily 
due to the 
inclusion of Adumo, an 
increase 
 in 
the 
volume 
of 
value-added 
services 
provided 
(prepaid 
airtime 
and 
gaming), 
an 
increase 
in 
certain 
issuing 
fee 
base 
prices 
and 
 transaction activity in our issuing business, higher low margin 
prepaid airtime sales, and an increase in insurance premiums collected 
 and lending revenues following 
higher loan originations. 
Refer to discussion above 
at “—Recent Developments” for 
a description of 
 key trends impacting our revenue this quarter. 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 58 
 Cost of 
goods 
sold, IT 
processing, 
servicing 
and support 
increased by 
$16.4 million 
(ZAR 200.9 
million) or 
14.4% (in 
ZAR 
 9.4%), 
primarily due 
to the inclusion 
of Adumo, 
higher commissions paid 
related to VAS 
revenue generated, 
and higher insurance-
 related claims and third-party transaction fees, which was partially offset 
by decrease in in low margin prepaid airtime costs. 
 Selling, general 
and administration 
expenses increased 
by $15.0 
million (ZAR 
250.3 million), 
or 69.5% 
(in ZAR 
62.0%). The 
 increase 
was 
primarily 
due 
to 
the 
inclusion 
of 
Adumo; 
higher 
employee-related 
expenses 
(including 
the 
impact 
of 
annual 
salary 
 increases); 
higher stock-based compensation 
charges, 
audit and 
travel expenses; and 
the year-over-year impact 
of inflationary increases 
 on certain expenses. 
 Depreciation and amortization 
expense increased by 
$2.4 million (ZAR 38.2 
million), 
or 41.5% (35.1%). The 
increase was due 
 to 
the 
inclusion 
of 
acquisition-related 
intangible 
asset 
amortization 
related 
to 
intangible 
assets 
identified 
pursuant 
to 
the 
Adumo 
 acquisition and an increase in depreciation expense related to 
additional POS devices deployed. 
 Our operating income 
margin for the 
second quarter of 
fiscal 2025 and 
2024 was 0.4% 
and 1.6%, respectively. 
We 
discuss the 
 components of operating loss margin under “—Results of operations 
by operating segment.” 

 The change in fair value of 
equity securities of $33.7 million during 
the first half of fiscal 2025 represents 
a non-cash fair value 
 adjustment loss 
related to 
MobiKwik. We 
did not 
record any 
changes in 
the fair 
value of 
equity interests 
in MobiKwik 
during the 
 second quarter of fiscal 2024, or 
any fair value adjustments for 
Cell C during the second quarter 
of fiscal 2025 or 2024, respectively. 
 We 
continue 
to carry 
our investment 
in Cell 
C at 
$0 (zero). 
Refer to 
Note 5 
for the 
methodology and 
inputs used 
in the 
fair value 
 calculation for MobiKwik and Cell C. 
 We recorded a loss of $0.2 
million related to the change in 
our investment in an equity security 
recorded under the equity method 
 to consolidation during fiscal 2025. Refer 
to Note 2 to our consolidated financial statements 
for additional information regarding 
this 
 loss. 
 Interest on surplus cash increased 
to $0.7 million (ZAR 12.9 million) 
from $0.5 million (ZAR 9.1 million), 
primarily due to the 
 inclusion of Adumo. 
 Interest expense increased 
to $6.2 million (ZAR 110.6 
million) from $4.8 million 
(ZAR 90.3 million. In 
ZAR, the increase was 
 primarily 
by higher 
overall borrowings 
during the 
second quarter 
of fiscal 
2025 compared 
with the 
comparable period 
in the 
prior 
 quarter. 
 Fiscal 2025 tax expense 
was $(6.4) million (ZAR (117.0) 
million) compared to $0.7 
million (ZAR 12.8 million) 
in fiscal 2024. 
 Our effective tax rate for fiscal 2025 was impacted by deferred tax impact related to the fair value adjustment to our equity securities, 
 the tax 
expense recorded 
by our 
profitable South 
African operations, 
a deferred 
tax benefit 
related to 
acquisition-related 
intangible 
 asset amortization, 
non-deductible expenses 
(in transaction 
-related expenses) 
, 
the on-going 
losses incurred 
by certain 
of our 
South 
 African businesses and 
the associated valuation 
allowances created related 
to the deferred 
tax assets 
recognized regarding net operating 
 losses incurred by these entities. 
 Our effective 
tax rate 
for fiscal 
2024 was 
impacted by 
the tax 
expense recorded 
by our 
profitable South 
African operations, 
a 
 deferred tax benefit related to acquisition-related intangible asset amortization, non-deductible expenses, the on-going losses incurred 
 by certain of our 
South African businesses and 
the associated valuation allowances 
created related to the 
deferred tax assets recognized 
 regarding net operating losses incurred by these entities. 
 The table below presents the relative earnings (loss) from our equity-accounted 
investments: 
 Table 5 
 Three months ended December 31, 
 2024 
 2023 
 $ % 
 $ ’000 
 $ ’000 
 change 
 Other 
 50 
 43 
 16% 
 Total 
income (loss) from equity-accounted investments 
 50 
 43 
 16% 
 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 59 
 Results of operations by operating segment
 The composition of revenue and the contributions of our business activities to operating 
loss are illustrated below: 

 Table 6 
 In United States Dollars 
 Three months ended December 31, 
 2024 
 (As 
 restated)
 (A)
 % of total 
 2023 
 (As restated)
 (A)
 

 % change 
 (As 
 restated)
 (A)
 % of 
 Operating Segment 
 $ ’000 
 $ ’000 
 total 
 Consolidated revenue: 
 Merchant
 (A)
 145,209 
 82% 
 117,182 
 81% 
 24% 
 Consumer 
 22,929 
 13% 
 16,707 
 12% 
 37% 
 Enterprise 
 8,933 
 5% 
 11,921 
 8% 
 (25%) 
 Subtotal: Operating segments 

 177,071 
 100% 
 145,810 
 101% 
 21% 
 Eliminations 

 (855) 
 - 
 (1,917) 
 (1%) 
 (55%) 
 Total 
consolidated revenue 
 (A)
 176,216 
 100% 
 143,893 
 100% 
 22% 
 Group Adjusted EBITDA: 
 Merchant
 (1)(2)
 10,319 
 87% 
 7,497 
 84% 
 38% 
 Consumer
 (1)(2)
 4,342 
 37% 
 2,575 
 29% 
 69% 
 Enterprise
 (2)
 (31) 
 - 
 891 
 10% 
 nm 
 Group costs 
 (2,820) 
 (24%) 
 (2,011) 
 (23%) 
 40% 
 Group Adjusted EBITDA (non-
 GAAP)
 (3)
 11,810 
 100% 
 8,952 
 100% 
 32% 
 (A) Revenue has been restated and increased by $29.4 
million to correct the misstatements discussed in Note 1 to the unaudited 
 condensed consolidated statement of operations. 
 (1) Segment Adjusted 
EBITDA for the 
three months ended December 
31, 2024, includes 
retrenchments costs for 
Consumer of 
 $0.01 
million. 
Segment 
Adjusted 
EBITDA 
for 
Merchant 
includes 
retrenchment 
costs 
of 
$0.01 
million 
and 
Consumer 
includes 
 retrenchment costs of $0.1 million for the three months ended December 31, 2023. 
 (2) Lease expenses which were previously presented on 
a separately line in fiscal 
2024 are now included in Merchant, 
Consumer 
 and Enterprise Segment 
Adjusted EBITDA. The prior 
period has been 
re-presented to conform 
with current period presentation. 
See 
 also “—Results 
of Operations 
— 
Presentation of 
Merchant, Consumer 
and Enterprise 
by segment 
for fiscal 
2025 to 
date and 
fiscal 
 2024”.
 (3) Group Adjusted EBITDA 
is a non-GAAP measure, refer 
to reconciliation below at 
“—Results of Operations—Use of 
Non-
 GAAP Measures”. 
 Table 7 
 In South African Rand 
 Three months ended December 31, 
 2024 
 (As 
 restated)
 (A)
 % of total 
 2023 
 (As restated)
 (A)
 

 % change 
 (As 
 restated)
 (A)
 % of 
 Operating Segment 
 ZAR ’000 
 ZAR ’000 
 total 
 Consolidated revenue: 
 Merchant
 (A)
 2,600,561 
 82% 
 2,194,260 
 81% 
 19% 
 Consumer 
 410,687 
 13% 
 312,767 
 12% 
 31% 
 Enterprise 
 159,846 
 5% 
 223,193 
 8% 
 (28%) 
 Subtotal: Operating segments 

 3,171,094 
 13% 
 2,730,220 
 12% 
 16% 
 Eliminations 

 (15,336) 
 87% 
 (35,714) 
 88% 
 (57%) 
 Total 
consolidated revenue 
 (A)
 3,155,758 
 100% 
 2,694,506 
 100% 
 17% 
 Group Adjusted EBITDA: 
 Merchant
 (1)(2)
 185,108 
 87% 
 140,429 
 84% 
 32% 
 Consumer
 (1)(2)
 77,488 
 37% 
 48,233 
 29% 
 61% 
 Enterprise
 (2)
 (537) 
 - 
 16,779 
 10% 
 nm 
 Group costs 
 (50,265) 
 (24%) 
 (37,663) 
 (23%) 
 33% 
 Group Adjusted EBITDA (non-
 GAAP)
 (3)
 211,794 
 100% 
 167,778 
 100% 
 26% 
 A) 
Revenue 
has 
been 
restated 
and 
increased 
by 
ZAR 
526.6 
million 
to 
correct 
the 
misstatements 
discussed 
in 
Note 
1 
to 
the 
 unaudited condensed consolidated statement of operations. 
 (1) Segment 
Adjusted EBITDA 
Merchant and 
Segment Adjusted 
EBITDA Consumer 
include retrenchment 
costs of 
ZAR 0.1 
 million, respectively, 
for the second quarter 
of fiscal 2025. Segment 
Adjusted EBITDA for 
Merchant includes retrenchment 
costs of 
 ZAR 0.1 million and Consumer includes retrenchment costs of ZAR 1.3 million 
for the three months ended December 31, 2023. 

 
 
 60 
 (2) Lease expenses which were previously presented 
on a separately line in 
fiscal 2024 are now included in Merchant, 
Consumer 
 and Enterprise Segment Adjusted EBITDA. The prior period has been 
re-presented to conform with current period presentation. 
 (3) Group Adjusted EBITDA 
is a non-GAAP measure, refer 
to reconciliation below at 
“—Results of Operations—Use of 
Non-
 GAAP Measures”. 
 Merchant
 Segment revenue primarily increased due to the inclusion of Adumo, a higher volume of value-added services provided (prepaid 
 airtime “Pinless Airtime” 
and gaming) 
and an increase 
in low margin 
prepaid airtime sales 
(“Pinned airtime”). 
In ZAR, the 
increase 
 in Segment 
Adjusted EBITDA 
is primarily 
due to 
the inclusion 
of Adumo, 
which was 
partially offset 
by higher 
operating expenses 
 incurred, 
especially 
employment-related 
expenditures, 
to expand 
our 
offering. 
We 
recorded 
a significant 
proportion 
of our 
airtime 
 sales in 
revenue (see 
further below) 
and cost 
of sales, while 
only earning 
a relatively 
small margin. 
This significantly 
depresses the 
 Segment Adjusted EBITDA margins shown by the business. 
 Our Segment Adjusted EBITDA margin for the 
second quarter of fiscal 2025 and 2024 was 7.1% and 6.4%, respectively.
 Consumer
 Segment 
revenue 
increased 
primarily 
due 
to higher 
transaction 
fees 
generated 
from 
the higher 
EPE 
account holders 
base, 
an 
 increase 
in 
certain 
issuing 
fee 
base 
prices 
and 
transaction 
activity 
in 
our 
issuing 
business, 
insurance 
premiums 
collected, 
lending 
 revenues following an increase in loan originations and the inclusion of 
Adumo. This increase in revenue has translated into 
improved 
 profitability, which was partially offset by a higher allowance for credit losses following an increase in loan originations in December 
 2024, higher insurance-related claims, interest 
expense (of approximately ZAR 13.6 
million) incurred to fund 
our lending book, 
higher 
 computer software license costs, and the year-over-year impact of inflationary increases on certain expenses. As noted during the first 
 quarter of fiscal 2025, we intend to obtain a separate lending facility to fund a portion of our lending during fiscal 2025. We 
expected 
 to have this facility in place on July 1, 2024, however, we have been unable to finalize terms as the separate lending facility will form 
 part 
of 
a 
broader 
refinancing 
of 
the 
Company’s 
facilities. 
Therefore, 
we 
have 
included 
an 
intercompany 
interest 
expense 
in 
our 
 Consumer Segment Adjusted EBITDA for the second quarter 
of fiscal 2025 compared with the second quarter of fiscal 2024. 
 Our Segment Adjusted EBITDA margin for the 
second quarter of fiscal 2025 and 2024 was 18.9% 
and 15.4%, respectively. 
 Enterprise
 Segment revenue 
decreased primarily 
due to 
fewer ad 
hoc hardware 
sales as well 
as lower 
revenue generated 
from the 
sale of 
 prepaid airtime vouchers. 
In ZAR, the 
significant decrease in Segment Adjusted 
EBITDA is primarily due 
to the impact of 
fewer sales. 

 Our Segment Adjusted 
(loss) EBITDA margin 
for the second 
quarter of fiscal 
2025 and 2024 
was (0.35)% and 
7.5%, respectively. 
 Group costs
 Our group 
costs primarily 
include employee 
related costs 
in relation 
to employees 
specifically hired 
for group 
roles and 
costs 
 related 
directly 
to 
managing 
the 
US-listed 
entity; 
expenditures 
related 
to 
compliance 
with 
the 
Sarbanes-Oxley 
Act 
of 
2002; 
non-
 employee directors’ fees; legal fees; group and US-listed related audit 
fees; and directors’ and officers’ insurance premiums. 
 Our group costs for fiscal 
2025 increased compared with the prior 
period due to higher employee 
costs resulting from an increase 
 in the number of individuals allocated to group costs and base salary adjustments, 
travel, audit, consulting and legal fees. 
 First half of fiscal 2025 compared to first half of fiscal 2024 
 The following 
factors had a 
significant impact on 
our results of 
operations during 
the first half 
of fiscal 2025 
as compared with 
 the same period in the prior year: 
 ●
 Higher 
revenue: 
 Our 
revenues increased 
0.0% 
in ZAR, 
primarily 
due 
to the 
inclusion 
of Adumo, 
higher 
Pinned Airtime 
 sales, an increase in value-added services activity in Merchant, as well as higher transaction, insurance and lending revenues 
 in Consumer, 
which was partially offset by a lower contribution from Enterprise;
 ●
 Operating income decrease, before transaction costs: 
 Operating income, before Adumo-related transaction costs, decreased 
 primarily 
due 
to 
increased 
costs 
and 
the 
increase 
in 
amortization 
of 
acquisition-related 
intangible 
assets 
related 
to 
the 
 acquisition of Adumo, which was partially offset by contribution 
from Adumo from October 1, 2024; 

 ●
 Non-cash fair value adjustment related to equity securities: 
 We recorded a non 
-cash fair value loss of $33.7 million during 
 the first half of fiscal 2025 related to our investment in MobiKwik; 
 ●
 Higher net interest charge:
 
Net interest charge increased to $9.9 million (ZAR 177.5 
million) from $8.8 million (ZAR 164.3 
 million) primarily due to higher 
overall borrowings, which was partially 
offset by an increase in 
interest received as a result 
 of the inclusion of Adumo; and 
 ●
 Foreign exchange movements:
 
The U.S. dollar was 
5% weaker against the 
ZAR during the first 
half of fiscal 2025 
compared 
 to the prior period, which adversely impacted our U.S. dollar reported 
results. 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 61 
 Consolidated overall results of operations 
 This discussion is based on the amounts prepared in accordance with U.S. GAAP. 
 The following tables show the changes in the items comprising our statements of operations, 
both in U.S. dollars and in ZAR: 
 Table 8 
 In United States Dollars 
 Six months ended December 31, 
 2024 
 2023 
 % 
 (As restated)
 (A)
 (As restated)
 (A)
 $ ’000 
 $ ’000 
 change 
 Revenue 

 329,784 
 279,982 
 18% 
 Cost of goods sold, IT processing, servicing and support 

 249,605 
 221,756 
 13% 
 Selling, general and administration 

 63,246 
 44,056 
 44% 
 Depreciation and amortization 

 14,499 
 11,669 
 24% 
 Transaction costs related to Adumo acquisition 
 1,702 
 - 
 nm 
 Operating income 
 732 
 2,501 
 (71%) 
 Change in fair value of equity securities 
 (33,731) 
 - 
 nm 
 Loss on disposal of equity-accounted investments 
 161 
 - 
 nm 
 Reversal of allowance for EMI doubtful debt receivable 
 - 
 250 
 nm 
 Interest income 

 1,307 
 934 
 40% 
 Interest expense 

 11,206 
 9,731 
 15% 
 Loss before income tax (benefit) expense 
 (43,059) 
 (6,046) 
 612% 
 Income tax (benefit) expense 
 (6,334) 
 950 
 nm 
 Net loss before income (loss) from equity-accounted investments 

 (36,725) 
 (6,996) 
 425% 
 Income (Loss) from equity-accounted investments 

 77 
 (1,362) 
 nm 
 Net loss 
 (36,648) 
 (8,358) 
 338% 
 Less net income attributable to non-controlling interest 

 28 
 - 
 nm 
 Net loss attributable to us 

 (36,676) 
 (8,358) 
 339% 
 (A) Revenue and cost of goods sold, IT 
processing, servicing and support for the six months 
ended December 31, 2024, have been restated 
and 
 increased by $37.4 million to correct the misstatements discussed in Note 1 to the unaudited condensed consolidated statement of operations. 
 Table 9 
 In South African Rand 
 Six months ended December 31, 
 2024 
 2023 
 % 
 (As restated)
 (A)
 (As restated)
 (A)
 ZAR ’000 
 ZAR ’000 
 change 
 Revenue 

 5,912,635 
 5,232,165 
 13% 
 Cost of goods sold, IT processing, servicing and support 

 4,475,497 
 4,144,195 
 8% 
 Selling, general and administration 

 1,133,433 
 823,304 
 38% 
 Depreciation and amortization 

 259,746 
 218,029 
 19% 
 Transaction costs related to Adumo acquisition 
 29,997 
 - 
 nm 
 Operating income 
 13,962 
 46,637 
 (70%) 
 Change in fair value of equity securities 
 (614,710) 
 - 
 nm 
 Loss on disposal of equity-accounted investments 
 2,886 
 - 
 nm 
 Reversal of allowance for EMI doubtful debt receivable 
 - 
 4,741 
 nm 
 Interest income 

 23,403 
 17,448 
 34% 
 Interest expense 

 200,908 
 181,758 
 11% 
 Loss before income tax (benefit) expense 
 (781,139) 
 (112,932) 
 592% 
 Income tax (benefit) expense 
 (115,552) 
 17,670 
 nm 
 Net loss before income (loss) from equity-accounted investments 

 (665,587) 
 (130,602) 
 410% 
 Income (Loss) from equity-accounted investments 

 1,366 
 (25,852) 
 nm 
 Net loss 
 (664,221) 
 (156,454) 
 325% 
 Less net income attributable to non-controlling interest 

 496 
 - 
 nm 
 Net loss attributable to us 

 (664,717) 
 (156,454) 
 325% 
 (A) Revenue and cost of goods sold, IT 
processing, servicing and support for the six months 
ended December 31, 2024, have been restated 
and 
 increased by ZAR 667.7 million to correct the misstatements discussed in Note 1 to the unaudited condensed consolidated statement of operations. 
 Revenue increased by $49.8 million (ZAR 680.5 
million), or 17.8% (in ZAR, 13.0%), primarily due 
to the inclusion of Adumo, 
 an increase in the volume 
of value-added services provided (Pinless 
Airtime and gaming), an increase in 
certain issuing fee base 
prices 
 and 
transaction activity 
in our 
issuing business, 
higher Pinned 
Airtime sales, 
and an 
increase in 
insurance premiums 
collected and 
 lending revenues following higher loan originations. 

 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 62 
 Cost of 
goods sold, 
IT processing, 
servicing and 
support increased 
by $27.8 
million (ZAR 
331.3 
million ) 
or 12.6%) 
(8.0%), 
 primarily due to 
the inclusion of 
Adumo, higher commissions 
paid related to 
VAS 
revenue generated, 
an increase in 
costs related to 
 Pinned Airtime sales, higher insurance-related claims and third-party 
transaction fees. 
 Selling, general 
and administration 
expenses increased 
by $19.2 
million (ZAR 
310.1 million), 
or 43.6% 
(in ZAR 
37.7%). The 
 increase was primarily due to the inclusion of Adumo; higher employee-related expenses (including annual bonuses and 
annual salary 
 increases); higher stock-based 
compensation charges, 
consulting fees, audit 
fees, and travel expenses; 
and the year-over-year 
impact 
 of inflationary increases on certain expenses. 
 Depreciation and amortization 
expense increased by $2.8 
million (ZAR 41.7 million), 
or 24.3% (19.1%). The 
increase was due 
 to 
the 
inclusion 
of 
acquisition-related 
intangible 
asset 
amortization 
related 
to 
intangible 
assets 
identified 
pursuant 
to 
the 
Adumo 
 acquisition and an increase in depreciation expense related to additional 
POS devices deployed. 
 Transaction costs related to Adumo acquisition 
includes fees paid to 
external service providers associated 
with legal and advisory 
 services procured to close the transaction on October 1, 2024. 
 Our operating (loss) 
income margin 
for the first half 
of fiscal 2025 
and 2024 was 
0.2% and 0.9%, 
respectively. 
We 
discuss the 
 components of operating loss margin under “—Results of operations 
by operating segment.” 

 The change in fair value of 
equity securities of $33.7 million during 
the first half of fiscal 2025 represents 
a non-cash fair value 
 adjustment loss related to MobiKwik. We did not record any changes in the fair value of equity interests in MobiKwik during the first 
 half of fiscal 
2024, or any fair 
value adjustments for 
Cell C during 
the first half of 
fiscal 2025 or 
2024, respectively. 
We 
continue to 
 carry our investment in Cell C at $0 (zero). 
 We recorded a loss of $0.2 
million related to the change in 
our investment in an equity security 
recorded under the equity method 
 to consolidation during fiscal 2025. Refer 
to Note 2 to our consolidated financial statements 
for additional information regarding 
this 
 loss. 
 Interest on surplus cash increased to $1.3 million (ZAR 23.4 million) from $0.9 million (ZAR 17.4 million), primarily due to the 
 inclusion of Adumo and higher overall average cash balances on deposit during 
the first half of fiscal 2025 compared with 2024. 
 Interest expense 
increased to 
$11.2 
million from 
$9.7 million 
and, in 
ZAR, decreased 
to ZAR 
200.9 million 
from ZAR 
181.8 
 million. In ZAR, the increase was primarily as a result of higher overall borrowings during the first half of fiscal 2025 compared with 
 the comparable period 
in the prior quarter, 
which was partially offset 
by lower interest expense 
incurred on certain of 
our borrowing 
 for which we were able to negotiate lower rates of interest towards the end of 
calendar 2024. 
 Fiscal 2025 tax expense 
was $(6.3) million (ZAR (115.6) 
million) compared to $1.0 
million (ZAR 17.7 million) 
in fiscal 2024. 
 Our effective tax rate for fiscal 2025 was impacted by deferred tax impact related to the fair value adjustment to our equity securities, 
 the tax 
expense recorded 
by our 
profitable South 
African operations, 
a deferred 
tax benefit 
related to 
acquisition-related 
intangible 
 asset amortization, 
non-deductible expenses 
(in transaction 
-related expenses), 
the on-going 
losses incurred 
by certain 
of our 
South 
 African businesses and 
the associated valuation 
allowances created related 
to the deferred 
tax assets 
recognized regarding net operating 
 losses incurred by these entities. 
 Our effective 
tax rate 
for fiscal 
2024 was 
impacted by 
the tax 
expense recorded 
by our 
profitable South 
African operations, 
a 
 deferred tax benefit related to acquisition-related intangible asset amortization, non-deductible expenses, the on-going losses incurred 
 by certain of our 
South African businesses and 
the associated valuation allowances 
created related to the 
deferred tax assets recognized 
 regarding net operating losses incurred by these entities. 
 Finbond is listed on the Johannesburg Stock 
Exchange and reports its six-month results during 
our first half and its 
annual results 
 during our fourth quarter. We sold our entire 
remaining interest in Finbond 
during the first 
half of fiscal 2024. 
The table below 
presents 
 the relative (loss) earnings from our equity-accounted investments: 
 Table 10 
 Six months ended December 31, 
 2024 
 2023 
 $ % 
 $ ’000 
 $ ’000 
 change 
 Finbond 
 - 
 (1,445) 
 nm 
 Share of net loss 
 - 
 (278) 
 nm 
 Impairment 
 - 
 (1,167) 
 nm 
 Other 
 77 
 83 
 (7%) 
 77 
 (1,362) 
 nm 
 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 63 
 Results of operations by operating segment
 The composition of revenue and the contributions of our business activities to operating 
loss are illustrated below: 

 Table 11 
 In United States Dollars 
 Six months ended December 31, 
 2024 
 (As 
 restated)
 (A)
 % of total 
 2023 
 (As restated)
 (A)
 

 % change 
 (As 
 restated)
 (A)
 % of 
 Operating Segment 
 $ ’000 
 $ ’000 
 total 
 Consolidated revenue: 
 Merchant
 (A)
 268,861 
 82% 
 229,243 
 82% 
 17% 
 Consumer 
 44,001 
 13% 
 32,287 
 12% 
 36% 
 Enterprise 
 20,815 
 6% 
 21,388 
 8% 
 (3%) 
 Subtotal: Operating segments 

 333,677 
 101% 
 282,918 
 102% 
 18% 
 Eliminations 

 (3,893) 
 (1%) 
 (2,936) 
 (2%) 
 33% 
 Total 
consolidated revenue 
 (A)
 329,784 
 100% 
 279,982 
 100% 
 18% 
 Group Adjusted EBITDA: 
 Merchant
 (1)(2)
 17,873 
 84% 
 14,407 
 85% 
 24% 
 Consumer
 (1)(2)
 8,738 
 41% 
 4,695 
 28% 
 86% 
 Enterprise
 (1)(2)
 331 
 2% 
 1,706 
 10% 
 (81%) 
 Group costs 
 (5,769) 
 (27%) 
 (3,833) 
 (23%) 
 51% 
 Group Adjusted EBITDA (non-
 GAAP)
 (3)
 21,173 
 100% 
 16,975 
 100% 
 25% 
 (A) Revenue has been restated and increased by $37.4 
million to correct the misstatements discussed in Note 1 to the unaudited 
 condensed consolidated statement of operations. 
 (1) 
Segment 
Adjusted 
EBITDA 
Consumer 
and 
Segment 
Adjusted 
EBITDA 
Enterprise 
include 
retrenchment 
costs 
of 
$0.01 
 million 
and 
$0.00 
million, 
respectively, 
for 
the 
first 
half 
of 
fiscal 
2025. 
Segment 
Adjusted 
EBITDA 
for 
Merchant 
includes 
 retrenchment costs of $0.2 million and Consumer includes retrenchment 
costs of $0.2 million for the first half of fiscal 2024. 
 (2) Lease expenses which were previously presented 
on a separately line in 
fiscal 2024 are now included in Merchant, 
Consumer 
 and Enterprise Segment Adjusted EBITDA. The prior period has been 
re-presented to conform with current period presentation.
 (3) Group Adjusted EBITDA 
is a non-GAAP measure, refer 
to reconciliation below at 
“—Results of Operations—Use of 
Non-
 GAAP Measures”. 
 Table 12 
 In South African Rand 
 Six months ended December 31, 
 2024 
 (As 
 restated)
 (A)
 % of total 
 2023 
 (As restated)
 (A)
 

 % change 
 (As 
 restated)
 (A)
 % of 
 Operating Segment 
 ZAR ’000 
 ZAR ’000 
 total 
 Consolidated revenue: 
 Merchant
 (A)
 4,820,601 
 82% 
 4,283,655 
 82% 
 13% 
 Enterprise 
 373,825 
 6% 
 399,914 
 8% 
 (7%) 
 Consumer 
 788,750 
 13% 
 603,396 
 12% 
 31% 
 Subtotal: Operating segments 

 5,983,176 
 101% 
 5,286,965 
 101% 
 13% 
 Eliminations 

 (70,541) 
 (1%) 
 (54,800) 
 (1%) 
 29% 
 Total 
consolidated revenue 
 (A)
 5,912,635 
 100% 
 5,232,165 
 100% 
 13% 
 Group Adjusted EBITDA: 
 Merchant
 (1)(2)
 320,618 
 84% 
 269,145 
 85% 
 19% 
 Enterprise
 (1)(2)
 6,031 
 2% 
 31,973 
 10% 
 (81%) 
 Consumer
 (1)(2)
 156,169 
 41% 
 87,845 
 28% 
 78% 
 Group costs 
 (102,919) 
 (27%) 
 (71,643) 
 (23%) 
 44% 
 Group Adjusted EBITDA (non-
 GAAP)
 (3)
 379,899 
 100% 
 317,320 
 100% 
 20% 
 (A) 
Revenue 
has 
been 
restated 
and 
increased 
by 
ZAR 667.7 
million 
to 
correct 
the 
misstatements 
discussed 
in 
Note 
1 
to 
the 
 unaudited condensed consolidated statement of operations. 
 (1) Segment 
Adjusted EBITDA 
Consumer and 
Segment Adjusted 
EBITDA Enterprise 
include retrenchment 
costs of ZAR 
0.1 
 million 
and 
ZAR 
0.0 
million, 
respectively, 
for 
the 
first 
half 
of 
fiscal 
2025. 
Segment 
Adjusted 
EBITDA 
for 
Merchant 
includes 
 retrenchment costs of ZAR 4.7 million and Consumer includes retrenchment costs of ZAR 2.8 million for the first half of fiscal 2024. 
 (2) 
Lease 
expenses 
which 
were 
previously 
presented 
on 
a 
separately 
line 
in 
fiscal 
2024 
are 
now 
included 
in 
Merchant 
and 
 Consumer Segment Adjusted EBITDA. The prior period has been re-presented 
to conform with current period presentation. 
 (3) Group Adjusted EBITDA 
is a non-GAAP measure, refer 
to reconciliation below at 
“—Results of Operations—Use of 
Non-
 GAAP Measures”.
 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 64 
 Merchant
 Segment revenue 
primarily increased 
due the 
inclusion of 
Adumo, a 
higher volume 
of value-added 
services provided 
(Pinless 
 Airtime and gaming) and an increase in Pinned Airtime sales. In ZAR, the increase in Segment Adjusted EBITDA is primarily due to 
 the 
inclusion 
of 
Adumo, 
which 
was 
partially 
offset 
by 
higher 
operating 
expenses 
incurred, 
especially 
employment-related 
 expenditures, to expand our offering. 
 Our Segment 
Adjusted EBITDA 
margin 
(calculated as 
Segment Adjusted 
EBITDA divided 
by revenue) 
for the 
first half 
of 
 fiscal 2025 and 2024 was 6.6% and 6.3%, respectively.
 Consumer
 Segment 
revenue 
increased 
primarily 
due 
to higher 
transaction 
fees 
generated 
from 
the higher 
EPE 
account holders 
base, 
an 
 increase 
in 
certain 
issuing 
fee 
base 
prices 
and 
transaction 
activity 
in 
our 
issuing 
business, 
insurance 
premiums 
collected, 
lending 
 revenues following an increase in loan originations and the inclusion of 
Adumo. This increase in revenue has translated into improved 
 profitability, which was partially offset by a higher allowance for credit losses following an increase in loan originations in December 
 2024, higher insurance-related claims, interest 
expense (of approximately ZAR 28.5 
million) incurred to fund 
our lending book, higher 
 computer 
software 
license 
costs, 
and 
the 
year-over-year 
impact 
of 
inflationary 
increases 
on 
certain 
expenses. 
As discussed 
in 
our 
 commentary 
for 
the 
second 
quarter 
of fiscal 
2025, 
we 
have included 
an intercompany 
interest expense 
in our 
Consumer 
Segment 
 Adjusted EBITDA for first half of fiscal 2025 compared with the first half 
of fiscal 2024. 
 Our Segment Adjusted EBITDA margin for the 
first half of fiscal 2025 and 2024 was 19.9% and 14.5%, respectively. 
 Enterprise
 Segment revenue 
decreased primarily 
due to 
fewer ad 
hoc hardware 
sales as well 
as lower 
revenue generated 
from the 
sale of 
 prepaid airtime vouchers. 
In ZAR, the significant decrease in Segment Adjusted EBITDA is primarily due 
to the impact of few sales. 

 Our Segment Adjusted EBITDA margin for the first half 
of fiscal 2025 and 2024 was 1.6% and 8.0%, respectively. 
 Group costs
 Our group costs for fiscal 
2025 increased compared with the prior 
period due to higher employee 
costs resulting from an increase 
 in the number of individuals allocated to group costs and base salary adjustments, 
higher bonus expense, travel, audit, consulting and 
 legal fees. 
 Presentation of Merchant, Consumer and Enterprise by segment for fiscal 2025 to date and fiscal 2024 
 The 
tables 
below 
present 
Merchant, 
Consumer 
and 
Enterprise 
revenue 
and 
EBITDA 
for 
fiscal 
2025 
to 
date 
and 
fiscal 202 
4, 
 including lease charges, as well as the U.S. dollar/ ZAR exchange 
rates applicable per fiscal quarter and year: 
 Table 13 
 Fiscal 2025 (as restated) 
 In United States dollars 
 Quarter 1 
 Quarter 2 
 F2025 
 $ ’000 
 $ ’000 
 $ ’000 
 Revenue 
 Merchant
 (A)
 123,652 
 145,209 
 268,861 
 Consumer 
 21,072 
 22,929 
 44,001 
 Enterprise 
 11,882 
 8,933 
 20,815 
 Subtotal: Operating segments 

 156,606 
 177,071 
 333,677 
 Eliminations 

 (3,038) 
 (855) 
 (3,893) 
 Total 
consolidated revenue 
 (A)
 153,568 
 176,216 
 329,784 
 Group Adjusted EBITDA: 
 Merchant 
 7,554 
 10,319 
 17,873 
 Consumer 
 4,396 
 4,342 
 8,738 
 Enterprise 
 362 
 (31) 
 331 
 Group costs 
 (2,949) 
 (2,820) 
 (5,769) 
 Group Adjusted EBITDA (non-GAAP) 
 9,363 
 11,810 
 21,173 
 Income and expense items: $1 = ZAR 
 17.72 
 17.85 
 17.80 
 (A) Revenue for the first quarter, second quarter and year to 
date of fiscal 2025 have been restated 
and increased by $8.0 million, 
 $29.4 million and 
$37.4 million, respectively, to correct 
the misstatements discussed 
in Note 1 
to the 
unaudited condensed consolidated 
 statement of operations. 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 65 
 Table 14 
 Fiscal 2024 
 In United States dollars 
 Quarter 1 
 Quarter 2 
 Quarter 3 
 Quarter 4 
 F2024 
 $ ’000 
 $ ’000 
 $ ’000 
 $ ’000 
 $ ’000 
 Revenue 
 Merchant 
 112,061 
 117,182 
 111,801 
 118,746 
 459,790 
 Consumer 
 15,580 
 16,707 
 17,904 
 19,020 
 69,211 
 Enterprise 
 9,467 
 11,921 
 11,322 
 14,187 
 46,897 
 Subtotal: Operating segments 

 137,108 
 145,810 
 141,027 
 151,953 
 575,898 
 Eliminations 

 (1,019) 
 (1,917) 
 (2,833) 
 (5,907) 
 (11,676) 
 Total 
consolidated revenue 

 136,089 
 143,893 
 138,194 
 146,046 
 564,222 
 Group Adjusted EBITDA: 
 Merchant 
 6,910 
 7,497 
 7,420 
 7,343 
 29,170 
 Consumer 
 2,120 
 2,575 
 3,757 
 4,227 
 12,679 
 Enterprise 
 815 
 891 
 725 
 500 
 2,931 
 Group costs 
 (1,822) 
 (2,011) 
 (2,199) 
 (1,812) 
 (7,844) 
 Group Adjusted EBITDA (non-GAAP) 
 8,023 
 8,952 
 9,703 
 10,258 
 36,936 
 Income and expense items: $1 = ZAR 
 18.71 
 18.71 
 18.88 
 18.47 
 18.68 
 Use of Non-GAAP Measures 
 U.S. securities laws 
require that when 
we publish any 
non-GAAP measures, we 
disclose the reason 
for using these 
non-GAAP 
 measures and provide reconciliations to the most directly comparable GAAP measures. The presentation of Group Adjusted EBITDA 
 is 
a 
non-GAAP 
measure. 
We 
provide 
this 
non-GAAP 
measure 
to 
enhance 
our 
evaluation 
and 
understanding 
of 
our 
financial 
 performance 
and 
trends. 
We 
believe 
that 
this 
measure 
is 
helpful 
to 
users 
of 
our 
financial 
information 
understand 
key 
operating 
 performance and 
trends in our 
business because 
it excludes certain 
non-cash expenses 
(including depreciation 
and amortization 
and 
 stock-based compensation charges) and income 
and expenses that we consider once-off in nature. 
 Non-GAAP Measures
 Group 
Adjusted 
EBITDA 
is 
earnings 
before 
interest, 
tax, 
depreciation 
and 
amortization 
(“EBITDA”), 
adjusted 
for 
non-
 operational 
transactions 
(including 
loss 
on 
disposal 
of 
equity-accounted 
investments, 
change 
in 
fair 
value 
of 
equity 
securities), 
 (earnings) loss from equity-accounted 
investments, stock-based compensation 
charges and once-off 
items. Once-off items represents 
 non-recurring 
income 
and 
expense 
items, 
including 
costs 
related 
to 
acquisitions 
and 
transactions 
consummated 
or 
ultimately 
not 
 pursued. 

 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 66 
 The table below presents the reconciliation between GAAP net loss attributable 
to Lesaka to Group Adjusted EBITDA: 
 Table 15 
 Three months ended 
 December 31, 
 Six months ended 
 December 31, 
 2024 
 2023 
 2024 
 2023 
 $ ’000 
 $ ’000 
 $ ’000 
 $ ’000 
 Loss attributable to Lesaka - GAAP 
 (32,134) 
 (2,707) 
 (36,676) 
 (8,358) 
 Less net income attributable to non-controlling interest 

 (28) 
 - 
 (28) 
 - 
 Net loss 
 (32,106) 
 (2,707) 
 (36,648) 
 (8,358) 
 (Earnings) loss from equity accounted investments 
 (50) 
 (43) 
 (77) 
 1,362 
 Net loss before (earnings) loss from equity-accounted investments 
 (32,156) 
 (2,750) 
 (36,725) 
 (6,996) 
 Income tax (benefit) expense 
 (6,412) 
 686 
 (6,334) 
 950 
 Loss before income tax expense 
 (38,568) 
 (2,064) 
 (43,059) 
 (6,046) 
 Interest expense 
 6,174 
 4,822 
 11,206 
 9,731 
 Interest income 
 (721) 
 (485) 
 (1,307) 
 (934) 
 Reversal of allowance for doubtful EMI loan receivable 
 - 
 - 
 - 
 (250) 
 Net loss on disposal of equity-accounted investment 
 161 
 - 
 161 
 - 
 Change in fair value of equity securities 
 33,731 
 - 
 33,731 
 - 
 Operating income 
 777 
 2,273 
 732 
 2,501 
 PPA amortization 
(amortization of acquired intangible assets) 

 4,867 
 3,592 
 8,614 
 7,200 
 Depreciation and amortization 
 3,356 
 2,221 
 5,885 
 4,469 
 Stock-based compensation charges 
 2,644 
 1,804 
 5,021 
 3,563 
 Interest adjustment 
 (757) 
 - 
 (1,588) 
 - 
 Once-off items
 (1)
 488 
 (816) 
 2,293 
 (738) 
 Unrealized loss (gain) FV for currency adjustments 
 435 
 (122) 
 216 
 (20) 
 Group Adjusted EBITDA - Non-GAAP 
 11,810 
 8,952 
 21,173 
 16,975 
 (1) The table below presents the components of once-off 
items for the periods presented: 
 Table 16 
 Three months ended 
 December 31, 
 Six months ended 
 December 31, 
 2024 
 2023 
 2024 
 2023 
 $ ’000 
 $ ’000 
 $ ’000 
 $ ’000 
 Transaction costs 
 684 
 102 
 787 
 180 
 Transaction costs related to Adumo acquisition 
 - 
 34 
 1,702 
 34 
 Indirect taxes provision release 
 (196) 
 - 
 (196) 
 - 
 Income recognized related to closure of legacy businesses 
 - 
 (952) 
 - 
 (952) 
 Total once-off 
items 
 488 
 (816) 
 2,293 
 (738) 
 Once-off items are non-recurring in nature, however, certain 
items may be reported in 
multiple quarters. For instance, transaction 
 costs include costs incurred related to acquisitions and 
transactions consummated or ultimately not pursued. The transactions can span 
 multiple 
quarters, 
for 
instance 
in 
fiscal 
2025 
we 
incurred 
significant 
transaction 
costs 
related 
to 
the 
acquisition 
of 
Adumo 
over 
a 
 number of quarters, and the transactions are generally non-recurring. 
 Indirect tax 
provision release 
relates to 
the reversal 
of a 
non-recurring indirect 
tax provision 
created in 
fiscal 2023 
which was 
 resolved 
in 
fiscal 
2025 
following 
settlement 
of 
the 
matter 
with 
the 
tax 
authority. 
Income 
recognized 
related 
to 
closure 
of 
legacy 
 businesses represents 
(i) gains 
recognized 
related to 
the release 
of the 
foreign currency 
translation reserve 
on deconsolidation 
of a 
 subsidiaries and 
(ii) costs 
incurred related 
to subsidiaries 
which we 
are in 
the process 
of deregistering/ 
liquidation and 
therefore we 
 consider these costs non-operational and ad hoc in nature. 

 Liquidity and Capital Resources
 As of December 31, 2024, our cash and cash 
equivalents were $60.6 million and comprised of U.S. dollar-denominated balances 
 of $3.1 million, 
ZAR-denominated balances of 
ZAR 961.0 million 
($55.9 million), and 
other currency deposits, 
primarily Botswana 
 pula, of $1.6 
million, all amounts 
translated at exchange 
rates applicable as 
of December 31, 
2024. The 
decrease in our 
unrestricted 
 cash balances from June 30, 2024, was 
primarily due to the utilization of cash 
reserves to fund certain scheduled and 
other repayments 
 of our 
borrowings, 
purchase ATMs 
and vaults, 
pay annual 
bonuses, pay 
for expenses 
included 
in our 
group costs, 
and to 
make an 
 investment in working capital, which was partially offset by 
positive contribution from our Merchant and Consumer operations 
. 
 We generally 
invest any surplus cash held by 
our South African operations in overnight 
call accounts that we maintain at 
South 
 African banking institutions, 
and any surplus 
cash held by 
our non-South African 
companies in 
U.S. dollar-denominated money market 
 accounts. 
 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 67 
 Historically, 
we have financed 
most of our 
operations, research and 
development, working capital, 
and capital expenditures, 
as 
 well 
as 
acquisitions 
and 
strategic 
investments, 
through 
internally 
generated 
cash 
and 
our 
financing 
facilities. 
When 
considering 
 whether to borrow under our financing 
facilities, we consider the cost 
of capital, cost of financing, opportunity cost 
of utilizing surplus 
 cash and 
availability of 
tax efficient 
structures to 
moderate financing 
costs. For 
instance, in 
fiscal 2022, 
we obtained 
loan facilities 
 from RMB 
to fund 
a portion 
of our 
acquisition of 
Connect. Following 
the acquisition 
of Connect, 
we now 
utilize a 
combination of 
 short 
and 
long-term 
facilities to 
fund our 
operating 
activities and 
a long-term 
asset-backed 
facility to 
fund 
the acquisition 
of POS 
 devices and 
vaults. 
Refer to Note 
12 to our 
consolidated financial 
statements for 
the year ended 
June 30, 2024, 
as well as 
Note 9 to 
 these condensed consolidated financial statements for additional 
information related to our borrowings. 
 Available short-term 
borrowings 
 Summarized below are our short-term facilities available and utilized as of 
December 31, 2024: 
 Table 17 
 RMB GBF 
 RMB Indirect 
 RMB Connect 
 Nedbank 
 $ ’000 
 ZAR ’000 
 $ ’000 
 ZAR ’000 
 $ ’000 
 ZAR ’000 
 $ ’000 
 ZAR ’000 
 Total 
short-term facilities 
 available, comprising: 
 Total overdraft 
 48,594 
 915,000 
 - 
 - 
 14,339 
 270,000 
 - 
 - 
 Indirect and derivative 
 facilities
 (1)
 - 
 - 
 7,170 
 135,000 
 - 
 - 
 8,314 
 156,556 
 Total 
short-term facilities 
 available 
 48,594 
 915,000 
 7,170 
 135,000 
 14,339 
 270,000 
 8,314 
 156,556 
 Utilized short-term 
 facilities: 
 Overdraft 

 40,086 
 762,382 
 - 
 - 
 11,066 
 208,364 
 - 
 - 
 Indirect and derivative 
 facilities
 (1)
 - 
 - 
 1,758 
 33,095 
 - 
 - 
 112 
 2,106 
 Total 
short-term facilities 
 available 
 40,086 
 762,382 
 1,758 
 33,095 
 11,066 
 208,364 
 112 
 2,106 
 Interest 
rate, based 
on South 
 African prime rate 
 13.05% 
 N/A 
 11.15% 
 N/A 
 (1) Indirect and derivative facilities may only be used for guarantees, letters of credit and forward 
exchange contracts to support 
 guarantees issued by RMB and Nedbank to various third parties on our behalf. 
 Long-term borrowings 
 We 
have 
aggregate 
long-term 
borrowing 
outstanding 
of 
ZAR 
3.6 
billion 
($188.7 
million 
translated 
at 
exchange 
rates 
as 
of 
 December 31, 2024) 
as described in Note 
9. These borrowings 
include outstanding 
long-term borrowings obtained 
by Lesaka SA of 
 ZAR 1.0 billion, 
including accrued 
interest, which 
was used to 
partially fund 
the acquisition of 
Connect. The Lesaka 
SA borrowing 
 arrangements 
were 
amended 
in 
March 
2023 
to 
include 
a 
ZAR 200 
million 
revolving 
credit 
facility. 
We 
have 
utilized 
ZAR 
199.0 
 million of this facility as of December 31, 2024. In contemplation 
of the Connect transaction, Connect obtained total facilities of ZAR 
 1.3 billion, which were 
utilized to repay its existing 
borrowings, to fund a 
portion of its capital expenditures 
and to settle obligations 
 under the 
transaction documents, 
and which 
has subsequently 
been upsized 
for its 
operational requirements 
and has 
an outstanding 
 balance as of December 31, 2024, of ZAR 1.2 billion. We also have a revolving credit facility, of ZAR 300.0 million which is utilized 
 to fund a portion of our merchant finance loans receivable book. 
 On September 30, 2024, 
we obtained a 
ZAR 665.0 million funding 
facility from RMB which 
has been used 
to (i) settle an 
amount 
 of ZAR 232 
.2 million due 
to the Adumo 
sellers; (ii) pay 
ZAR 207.2 million 
to acquire 2,601,410 
shares of our 
common stock from 
 one of the Adumo sellers’ indirect shareholders; 
(iii) pay ZAR 147.5 million notified by Investec Bank Limited to Adumo and us as a 
 result of the 
acquisition, (iv) pay an 
origination fee of 
ZAR 7.6 million to 
RMB and (v) pay 
ZAR 70.0 million of 
transaction-related 
 expenses. 
On December 10, 2024, we obtained a ZAR 250.0 million general banking facility from RMB which is repayable in full by 
 the end of February 2025. We have included 
additional information regarding this general banking facility under available short-term 
 borrowings. 
 Restricted cash 
 We have 
also entered into cession and pledge 
agreements with Nedbank related to 
our Nedbank indirect credit facilities 
and we 
 have ceded and pledged 
certain bank accounts to 
Nedbank. The funds included 
in these bank accounts 
are restricted as they 
may not 
 be withdrawn without the express 
permission of Nedbank. Our cash, 
cash equivalents and restricted 
cash presented in our consolidated 
 statement of cash flows as of December 31, 2024, includes restricted cash of 
$0.1 million that has been ceded and pledged. 
 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 68 
 Arrangement with African Bank to fund our ATMs 
 In 
September 
2024, 
we 
entered into 
an 
arrangement 
with African 
Bank Limited 
(“African 
Bank”) 
and 
certain 
cash-in-transit 
 service providers 
to fund 
our ATMs. 
Under this 
arrangement, African 
Bank will 
use its 
cash resources 
to fund 
our ATMs 
and it 
is 
 specifically recorded that the cash in our ATMs are African Bank’s property. 
Therefore, 
as we have not utilized a facility to obtain the 
 cash, and do not own or control the cash for an extended period 
of time, we do not record cash or cash equivalents and borrowings 
in 
 our 
consolidated statement 
of financial 
position. 
Cash withdrawn 
from our 
ATMs 
by our 
EPE customers 
and other 
consumers are 
 settled through the interbank settlement 
system from the ATM 
users bank account to African 
Bank’s bank 
accounts. We 
pay African 
 Bank a 
monthly fee 
for the 
service provided 
which is calculated 
based on 
the cumulative 
daily outstanding 
balance of 
cash utilized 
 multiplied by the South African prime interest rate 
less 1%. We are 
exposed to the risk of cash lost while it is in our 
ATMs 
(i.e. from 
 theft) and are required to repay African Bank for any shortages. 
 Cash flows from operating activities 
 Second quarter 
 Net cash 
used operating 
activities during 
the second 
quarter of 
fiscal 2025 
was $9.2 million 
(ZAR 163.6 
million) compared 
to 
 net cash provided 
by operating activities 
of $0.6 million 
(ZAR 10.9 million) 
during the second 
quarter of fiscal 
2024. Excluding the 
 impact of 
income taxes, 
our cash 
used in 
operating activities 
during the 
second quarter 
of fiscal 
2025 includes 
cash utilized 
for the 
 significant net 
growth in our 
Consumer finance 
loans receivable book, 
which was partially 
offset by 
was positively impacted 
by the 
 contribution from our Merchant and Consumer businesses. 
 During the second 
quarter of fiscal 
2025, we paid 
first provisional South 
African tax payments 
of $3.1 million 
(ZAR 56.3 million) 
 related to our 2025. We also paid taxes 
totaling $0.1 million in other tax 
jurisdictions, primarily in Botswana during the 
second quarter 
 of fiscal 2025. 
During the second 
quarter of fiscal 
2024, we paid 
first provisional South 
African tax payments 
of $2.7 million 
(ZAR 
 49.5 million) related 
to our 2024 tax 
year and South 
African tax payments 
related to prior years 
of $0.07 million 
(ZAR 1.3 million). 
 We also paid taxes totaling 
0.1 million in other tax jurisdictions, primarily in Botswana. 
 Taxes paid (refunded) 
during the second quarter of fiscal 2025 and 2024 were as follows: 
 Table 18 
 Three months ended December 31, 
 2024 
 2023 
 2024 
 2023 
 $ 
 $ 
 ZAR 
 ZAR 
 ‘000 
 ‘000 
 ‘000 
 ‘000 
 First provisional payments 

 3,088 
 2,662 
 56,264 
 49,516 
 Taxation paid related 
to prior years 

 93 
 69 
 1,660 
 1,328 
 Total South African 
taxes paid 

 3,181 
 2,731 
 57,924 
 50,844 
 Foreign taxes paid 
 72 
 75 
 1,332 
 1,409 
 Total 
tax (refund) paid 

 3,253 
 2,806 
 59,256 
 52,253 
 First half 
 Net cash 
used operating 
activities during 
the first 
half of 
fiscal 2025 
was $13.3 
million (ZAR 
236.7 million) 
compared to 
net 
 cash provided by operating 
activities of $4.0 million 
(ZAR 74.0 million) during 
the first half of 
fiscal 2024. Excluding 
the impact of 
 income 
taxes, 
our 
cash 
used 
in 
operating 
activities 
during 
the 
first 
half 
of 
fiscal 
2025 
includes 
cash 
utilized 
for 
the 
settlement 
of 
 working capital movements within our Merchant and Enterprise 
businesses related to quarter-end transaction processing activities and 
 which 
were 
settled 
in 
the 
following 
week 
(our 
fourth 
quarter 
of 
fiscal 
2024 
closed 
on 
a 
Sunday), 
and 
the 
net 
growth 
in 
our 
the 
 significant net 
growth in our 
Consumer finance 
loans receivable book, 
which was partially 
offset by 
was positively impacted 
by the 
 contribution from Merchant and Consumer businesses. 
 During the 
first half 
of fiscal 
2025, we 
paid first 
provisional South 
African tax 
payments of 
$3.1 million 
(ZAR 56.3 
million) 
 related to our 
2025. We 
also paid taxes 
totaling $0.1 million 
in other tax 
jurisdictions, primarily 
in Botswana during 
the first half 
of 
 fiscal 
2025. 
During 
the 
first 
half 
of 
fiscal 
2024, 
we 
paid 
first 
provisional 
South 
African 
tax 
payments 
of 
$2.7 
million 
(ZAR 
49.5 
 million) related 
to our 2024 
tax year and 
South African tax 
payments related 
to prior years 
of $0.6 
million (ZAR 
12.2 million). 
We 
 also paid taxes totaling $0.1 million in other tax jurisdictions, primarily in Botswana. 
 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 69 
 Taxes (refunded) 
paid during the first half of fiscal 2025 and 2024 were as follows: 
 Table 19 
 Six months ended December 31, 
 2024 
 2023 
 2024 
 2023 
 $ 
 $ 
 ZAR 
 ZAR 
 ‘000 
 ‘000 
 ‘000 
 ‘000 
 First provisional payments 

 3,088 
 2,662 
 56,264 
 49,516 
 Taxation paid related 
to prior years 

 93 
 641 
 1,660 
 12,187 
 Tax refund received 
 (113) 
 (31) 
 (2,053) 
 (640) 
 Total South African 
taxes paid 
 3,068 
 3,272 
 55,871 
 61,063 
 Foreign taxes paid 
 140 
 138 
 2,545 
 2,605 
 Total 
tax paid 

 3,208 
 3,410 
 58,416 
 63,668 
 Cash flows from investing activities 
 Second quarter 
 Cash used in investing activities 
for the second quarter of 
fiscal 2025 included capital expenditures 
of $6.3 million (ZAR 112.8 
 million), primarily 
due to the 
acquisition of 
vaults and 
POS devices. 
During the 
second quarter of 
fiscal 2025, 
we paid $4.0 
million 
 related to acquisition of certain businesses, including Adumo. 
 Cash used in 
investing activities 
for the 
second quarter 
of fiscal 2024 
included 
capital expenditures 
of $2.2 
million (ZAR 41.1 
 million), primarily due 
to the acquisition of 
vaults and POS devices 
. 
During the second 
quarter of fiscal 
2024, we received proceeds 
 of $3.5 million related to the sale of remaining interest in Finbond and $0.25 million related to the second (and final) tranche from the 
 disposal of our entire equity interest in Carbon. 
 First half 
 Cash used in 
investing activities for 
the first half 
of fiscal 2025 
included capital expenditures 
of $6.3 million 
(ZAR 112.8 million), 
 primarily 
due 
to 
the 
acquisition 
of 
vaults 
and 
POS 
devices. 
During 
the 
first 
half 
of 
fiscal 
2025, 
we 
paid 
$4.0 
million 
related 
to 
 acquisition of certain businesses, including Adumo. 
 Cash used in investing activities for the 
first half of fiscal 2024 
included capital expenditures of $2.2 million 
(ZAR 41.1 million), 
 primarily due to the acquisition of 
vaults. During the first half of fiscal 
2024, we received proceeds of $3.5 
million related to the sale 
 of remaining 
interest in 
Finbond and 
$0.25 million 
related 
to the 
second (and 
final) tranche 
from the 
disposal of 
our entire 
equity 
 interest in Carbon. 
 Cash flows from financing activities 
 Second quarter 
 During the second quarter of fiscal 2025, we utilized $48.9 million from our South 
African overdraft facilities to fund our ATMs 
 and our cash management business through Connect, and repaid 
$4.5 million of those facilities. We utilized $12.9 million of our long-
 term borrowings to 
settle a 
portion of the 
Adumo purchase consideration, 
pay certain transaction 
expenses, repay Adumo’s borrowings, 
 repurchase shares of our common stock, fund the acquisition of certain capital expenditures and for working capital requirements. We 
 repaid 
$8.3 
million 
of 
long-term 
borrowings 
in 
accordance 
with 
our 
repayment 
schedule 
and 
paid 
$7.2 
million 
to 
settle Adumo’s 
 borrowings. 
We 
also paid 
an origination 
fee of 
$0.4 million 
to secure 
additional borrowings 
as well 
as paid 
dividends 
to the 
non-
 controlling interest of $0.3 million. 
 During the second quarter of fiscal 2024, 
we utilized $69.0 million from our South African overdraft facilities to 
fund our ATMs 
 and our cash management business through Connect, and repaid 
$66.0 million of those facilities. We utilized $8.6 million of our long-
 term borrowings to fund 
the acquisition of certain 
capital expenditures and for 
working capital requirements. We 
repaid $3.2 million 
 of 
long-term 
borrowings 
in 
accordance 
with 
our 
repayment 
schedule 
as 
well 
as 
to 
settle 
a 
portion 
of 
our 
revolving 
credit 
facility 
 utilized. We 
also paid $0.2 
million to repurchase 
shares from employees 
in order for 
the employees to 
settle taxes due 
related to the 
 vesting of shares of restricted stock. 
 

 
 
 70 
 First half 
 During the first half 
of fiscal 2025, we 
utilized $48.9 million from 
our South African overdraft 
facilities to fund our 
ATMs 
and 
 our 
cash 
management 
business 
through 
Connect, 
and 
repaid 
$4.5 
million 
of 
those 
facilities. 
We 
utilized 
$12.9 
million 
of 
our 
 borrowings to 
settle a 
portion of 
the Adumo 
purchase consideration, 
pay certain 
transaction expenses, 
repay Adumo’s 
borrowings, 
 repurchase shares of our common stock, fund the acquisition of certain capital expenditures and for working capital requirements. We 
 repaid 
$8.3 
million 
of 
long-term 
borrowings 
in 
accordance 
with 
our 
repayment 
schedule, 
paid 
$7.2 
million 
to 
settle 
Adumo’s 
 borrowings, 
and settled 
a portion 
of our 
revolving credit 
facility utilized. 
We 
also paid 
an origination 
fee of 
$0.4 million 
to secure 
 additional borrowings as well as paid dividends to the non-controlling 
interest of $0.3 million. 
 During the first half 
of fiscal 2024, we 
utilized $69.0 million from 
our South African overdraft 
facilities to fund our 
ATMs 
and 
 our cash 
management business 
through Connect, 
and repaid 
$66.0 million 
of those 
facilities. We 
utilized $8.6 
million of 
our long-
 term borrowings to fund 
the acquisition of certain 
capital expenditures and for 
working capital requirements. We 
repaid $3.2 million 
 of 
long-term 
borrowings 
in 
accordance 
with 
our 
repayment 
schedule 
as 
well 
as 
to 
settle 
a 
portion 
of 
our 
revolving 
credit 
facility 
 utilized. We 
also paid $0.2 
million to repurchase 
shares from employees 
in order for 
the employees to 
settle taxes due 
related to the 
 vesting of shares of restricted stock. 
 Off-Balance Sheet Arrangements
 We have no off 
-balance sheet arrangements. 

 Capital Expenditures
 We 
expect 
capital spending 
for the 
third quarter 
of fiscal 
2025 to 
primarily 
include spending 
for acquisition 
of POS 
devices, 
 vaults, 
computer software, computer and office equipment, as well as for 
our ATM infrastructure and branch network in South Africa. 
 Our capital 
expenditures for 
the second 
quarter of 
fiscal 2025 
and 2024 
are discussed 
under “—Liquidity 
and Capital 
Resources—
 Cash flows 
from investing 
activities.” All 
of our 
capital expenditures 
for the 
past three 
fiscal years 
were funded 
through internally 
 generated 
funds, 
or, 
following 
the 
Connect 
acquisition, 
our 
asset-backed 
borrowing 
arrangement. 
We 
had 
outstanding 
capital 
 commitments as of December 31, 2024, of $0.5 million. We expect 
to fund these expenditures through internally generated funds and 
 available facilities. 

 
 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 71
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.
LESAKA TECHNOLOGIES INC 10-Q/A

Item 2. Management’s Discussion and Analysis
