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Acquisitions | 3 Months Ended
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Sep. 30, 2025
Acquisitions [Abstract] |
Acquisitions | 2. Acquisitions Refer to Note 3 to the Company’s audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended June 30, 2025, for additional information regarding the acquisition of Recharger Proprietary Limited (“Recharger”) and the proposed acquisition of Bank Zero Mutual Bank (“Bank Zero”) (which transaction remains conditional). The Company did not close any acquisitions during the three months ended September 30, 2025. 2026 Proposed acquisitions of Bank Zero On June 26, 2025, Lesaka Technologies Proprietary Limited (“Lesaka SA”) entered into a Transaction Implementation Agreement (the “Transaction Implementation Agreement”) with Zero Research Proprietary Limited (“Zero Research”), Bank Zero, and other parties identified in Annexure A to the Transaction Implementation Agreement (being all of the shareholders of Bank Zero save for Zero Research and Naught Holdings Ltd, the “Bank Zero Sellers”), the parties listed in Annexure B to the Transaction Implementation Agreement (being all of the shareholders of Zero Research save for Naught Holdings Ltd, the “Zero Research Sellers”) and Naught Holdings Ltd. The Company incurred transaction-related expenditures of $ 0.1 million during the three months ended September 30, 2025, related to the proposed acquisition of Bank Zero. The Company’s accruals presented in Note 10 of as September 30, 2025, includes an accrual of transaction related expenditures of $ 0.3 million and the Company expects to incur further transaction costs of $ 0.3 million during the 2026 fiscal year. 2025 Acquisitions On November 19, 2024, the Company, through Lesaka SA, entered into a Sale of Shares Agreement (the “Recharger Purchase Agreement”) with Imtiaz Dhooma (Recharger’s former chief executive officer) and Ninety Nine Proprietary Limited (“the Seller”). Pursuant to the Recharger Purchase Agreement and subject to its terms and conditions, Lesaka SA agreed to acquire, and the Seller agreed to sell, all of the outstanding equity interests in Recharger. The transaction closed on March 3, 2025. 2. Acquisitions (continued) 2025 Acquisitions (continued) The Company completed the purchase price allocation related to the Recharger acquisition during the three months ended September 30, 2025. There were no changes to the preliminary purchase price allocation as of June 30, 2025. The final purchase price allocation of the Recharger acquisition, translated at the foreign exchange rates applicable on the date of acquisition, is provided in the table below: Final purchase price allocation Recharger Cash and cash equivalents $ 1,720 Accounts receivable 17 Inventory 194 Property, plant and equipment 39 Operating lease right of use asset 401 Goodwill 3,614 Intangible assets 16,171 Deferred income taxes assets 81 Accounts payable (149) Other payables (1,439) Operating lease liability - current (185) Income taxes payable (4) Deferred income taxes liabilities (4,366) Operating lease liability - long-term (269) Fair value of assets and liabilities on acquisition $ 15,825 Transaction costs and certain compensation costs The Company did no t incur any transaction costs related to the Bank Zero acquisition during the three months ended September 30, 2024. The table below presents transaction costs incurred related to the acquisitions of Adumo and Recharger, and the proposed acquisition of Bank Zero during the three months ended September 30, 2025 and 2024: Three months ended September 30, 2025 2024 Bank Zero transaction costs $ 82 $ - Adumo transaction costs - 1,702 Recharger transaction costs (1) 12 28 Total $ 94 $ 1,730 (1) Recharger transactions costs for the three months ended September 30, 2024, of $ 0.03 million have been allocated from Selling, general and administration to Transaction costs related to Adumo, Recharger and Bank Zero acquisitions in the unaudited c ondensed consolidated statement of operations for the three months ended September 30, 2024.

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