XML 59 R32.htm IDEA: XBRL DOCUMENT v3.25.2
Related Party Transactions
12 Months Ended
Jun. 30, 2025
Related Party Transactions [Abstract]  
Related Party Transactions
23.
 
RELATED PARTY
 
TRANSACTIONS
VCP Agreement
On March
 
22, 2022, Lesaka
 
and Lesaka SA
 
entered into
 
a Securities Purchase
 
Agreement (the
 
“VCP Agreement”)
 
with Value
Capital Partners Proprietary
 
Limited (“VCP”) , a significant
 
shareholder, whereby
 
VCP undertook to procure
 
that one or more funds
under its
 
management (the
 
“Purchasing Funds”)
 
would subscribe
 
for,
 
and Lesaka
 
would have
 
the obligation
 
to issue
 
and sell
 
to the
Purchasing Funds,
 
ZAR
350.0
 
million of common
 
stock of Lesaka
 
if (i) an
 
event of default
 
occurred under
 
Facility G or
 
Facility H,
(ii) Lesaka SA
 
failed to pay
 
all outstanding amounts
 
in respect of
 
Facility H on
 
the maturity date
 
of such facility,
 
or (iii) the
 
market
capitalization of
 
Lesaka on
 
the Nasdaq
 
Capital Market
 
(based on
 
the closing
 
price on
 
such exchange)
 
falls and
 
remained below
 
the
U.S.
 
dollar
 
equivalent
 
of
 
ZAR
2.6
 
billion
 
on
 
more
 
than
 
one
 
day.
 
The
 
VCP
 
Agreement
 
contained
 
customary
 
representations
 
and
warranties from
 
Lesaka and
 
VCP and
 
covenants from
 
Lesaka and
 
Lesaka SA.
 
In connection
 
with the
 
VCP Agreement,
 
Lesaka SA
agreed to pay VCP a commitment fee in an amount equal to ZAR
5.25
 
million.
On March 16, 2023, VCP,
 
Lesaka and Lesaka SA, entered into an agreement (the “VCP Amendment Agreement”) to amend the
maturity date under
 
the agreement with
 
VCP to December
 
31, 2025, in
 
order to align
 
such date with the
 
maturity date of
 
Facility H.
In connection with the VCP Amendment Agreement, Lesaka
 
SA agreed to pay VCP
 
an additional commitment fee in an
 
amount equal
to ZAR
8.9
 
million, which was calculated as
1
% per annum of the support provided over the period of the extension, as a result of the
amendment to the maturity date.
Additionally,
 
Lesaka, Lesaka SA and
 
VCP entered into
 
a Step-In Rights
 
Letter on March
 
22, 2022 with
 
RMB, which provided
RMB with step
 
in rights to
 
perform the obligations
 
or enforce the
 
rights of Lesaka
 
and Lesaka SA
 
under the VCP
 
Agreement to the
extent that Lesaka and Lesaka SA failed to do so and did not remedy
 
such failure within two business days of notice of such failure.
These agreements were all cancelled following the conclusion of
 
the CTA in February 2025 (refer
 
to Note 12).