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NET 1 UEPS TECHNOLOGIES INC - Net 1 UEPS Technologies, Inc. Reports Third Quarter 2013 Results

Release Date: 10/05/2013 07:05
Code(s): NT1     PDF:  
Wrap Text
Net 1 UEPS Technologies, Inc. Reports Third Quarter 2013 Results

Net 1 UEPS Technologies, Inc.
Registered in the state of Florida, USA
(IRS Employer Identification No. 98-0171860)
Nasdaq share code: UEPS
JSE share code: NT1
ISIN: US64107N2062
(“Net1” or “the Company”)

Net 1 UEPS Technologies, Inc. Reports Third Quarter 2013 Results
•    Bulk enrollment substantially completed; 19 million registrations and 8.5 million cards issued as of March 31, 2013;
•    Revenue of $111 million, increased 32% in constant currency; and
•    Fundamental EPS of $0.05 including $21 million of direct implementation and smart card costs.

JOHANNESBURG, May 10, 2013 – Net 1 UEPS Technologies, Inc. (Nasdaq: UEPS; JSE: NT1) today announced results for
the third quarter fiscal 2013.

Summary Financial Metrics

                                                            Three months ended March 31,
                                                                          % change % change
                                                       2013      2012      in USD     in ZAR
(All figures in USD ‘000s except per share data)
Revenue                                                111,141      90,664           23%           32%
GAAP net (loss) income                                  (4,681)      7,766            nm            nm
Fundamental net income (1)                                 2,362    12,450         (81%)         (80%)
GAAP loss earnings per share ($)                          (0.10)      0.17            nm            nm
Fundamental earnings per share ($) (1)                      0.05      0.28         (82%)         (80%)
Fully-diluted shares outstanding (‘000’s)                45,609     45,375            1%
Average period USD/ ZAR exchange rate                       8.47      7.85            8%

                                                            Nine months ended March 31,
                                                                          % change % change
                                                       2013      2012      in USD     in ZAR
(All figures in USD ‘000s except per share data)
Revenue                                                334,265     282,648           18%           28%
GAAP net income                                          4,692      52,628         (91%)         (90%)
Fundamental net income (1)                              21,897      51,769         (58%)         (54%)
GAAP earnings per share ($)                               0.10        1.17         (91%)         (90%)
Fundamental earnings per share ($) (1)                    0.48        1.15         (58%)         (54%)
Fully-diluted shares outstanding (‘000’s)               45,588      45,140            1%
Average period USD/ ZAR exchange rate                     8.46        7.82            8%

(1) Fundamental net income and earnings per share are non-GAAP measures and are described below under “Use of Non-
GAAP Measures—Fundamental net income and fundamental earnings per share.” See Attachment B for a reconciliation of
GAAP net (loss) income to fundamental net income and earnings per share.

Factors impacting comparability of our Q3 2013 and Q3 2012 results

    •    Unfavorable impact from the strengthening of the US dollar: The US dollar appreciated by 8% against the ZAR
         during Q3 2013 which negatively impacted our reported results;
    •    SASSA implementation costs: We substantially completed the implementation of our South African Social Security
         Agency (“SASSA”) contract during Q3 2013 and incurred additional implementation and staff costs;
    •    DOJ and SEC investigation-related expenses: We incurred U.S. Department of Justice (“DOJ”) and Securities and
         Exchange Commission (“SEC”) investigation-related expenses of $4.2 million; and
    •    Bad debt provision for amounts due under expired Iraqi contracts: We have provided $2.3 million related to the
         expired NUETS Iraqi customer contracts.
Comments and Outlook

“We are very pleased with the commitment demonstrated by the Net1 team to complete bulk enrollment for our SASSA
implementation on schedule despite having to register nearly 40% more beneficiaries than originally planned,” said Dr. Serge
Belamant, Chairman and Chief Executive Officer of Net1. “By April 30, 2013, we had registered over 20 million
beneficiaries and issued more than 9.1 million cards. We are also delighted that a full bench of the Supreme Court of Appeal
unanimously ruled in favor of Net1 and SASSA. We can now focus exclusively on providing best-in-class service to SASSA
and the citizens of South Africa. Meanwhile, we continue to cooperate with the DOJ and SEC on their investigations, but as a
result of these investigations, we continue to experience some adverse impact from the damage caused to our reputation,
including our ability to execute certain aspects of our strategic plan,” he concluded.

 “The successful implementation for SASSA is a one-off event and integral for the smooth transition and operation of South
Africa's social welfare program. Given the critical importance of this roll out, and the higher number of beneficiaries required
to be enrolled in the same time frame, our implementation costs have been materially but proportionally higher than
anticipated,” said Herman Kotzé, Chief Financial Officer of Net1. “In the fourth quarter of fiscal 2013, we expect
fundamental earnings per share of at least $0.20, which includes approximately $7 - $9 million of further implementation and
smart card costs, and also assumes a constant currency base of ZAR 7.72/$1 and a share count of approximately 45 million
shares,” he concluded.

Progress of second phase of our SASSA contract implementation

We commenced the second phase of the enrollment process in early July 2012 and substantially completed bulk enrollment
by March 31, 2013, in accordance with the implementation plan agreed with SASSA. Under our agreement with SASSA, we
have to enroll both the grant recipients as well as their dependents. While the number of grant recipients on a national basis
has consistently been quantified by SASSA at approximately 9.4 million individuals, the number of beneficiaries was revised
higher by SASSA from an initial estimate of approximately 15.5 million, to the current estimate of approximately 21.6
million. In order to complete the second phase of the implementation on time, and given the significantly higher number of
beneficiaries, we increased the number of temporary employees that we hired in the second quarter of fiscal 2013 from 2,500
to approximately 5,500 and retained the higher employee base through all of the third quarter of fiscal 2013. Our temporary
employee headcount has since declined to approximately 3,000 at April 30, 2013. During the third quarter of fiscal 2013, we
enrolled a further 5.8 million grant recipients and an additional 6.7 million beneficiaries, for a total of 12.5 million citizens.

During the third quarter of fiscal 2013, we incurred direct implementation expenses of approximately $16.1 million (ZAR
140.5 million), including staff, travel, temporary infrastructure hire, fixed premises hire for enrollment and stationery costs.
We are unable to quantify the value of time spent by our executives and pension and welfare operations managers and staff
that service the five provinces in which we operated under the previous contract and that have assisted in the implementation
of the national contract. We also expensed $4.5 million (ZAR 39.3 million) related to the cost of the UEPS/EMV smart cards
issued during the quarter, which is not included in the $16.1 million (ZAR 140.5 million) of direct implementation expenses
described above.

We also incurred approximately $1.4 million in capital expenditures related to the implementation during the third quarter of
fiscal 2013. Since inception of the implementation we have incurred cumulative capital expenditures of $26.6 million. We do
not expect any further significant capital expenditures related to this implementation and expect our cumulative capital
expenditure to remain below our prior estimate of $30 million.

During March 2013, the Minister of Social Development and SASSA announced that the deadline for the enrollment of grant
recipients would be extended to April 30, 2013. We therefore continued with the enrollment process for the month of April
2013 and expect no further extensions to be granted by the Minister and SASSA. Those beneficiaries who have not presented
themselves for enrollment at the end of April 2013 will receive grant cancellation notices. This may result in the final total
number of enrolled grant recipients and cardholders being less than the numbers provided in the original database.

Our total cash outlay through March 31, 2013 has been $96 million for direct implementation expenses, smart card costs and
capital expenditures. We would have been in-line with the mid-point of our initial total cash outlay range assuming the
volume of enrollments had not changed. Having to register the incremental beneficiaries and therefore employ our temporary
staff for longer, should result in our total cash outlay for the implementation being between $100 and $105 million.

Update on Government Investigations, SASSA Tender Award Litigation and Suit Against AllPay

   Government investigations

We are continuing to cooperate with the investigations being conducted by the DOJ and SEC that we have previously
disclosed. We have produced documents and information to the DOJ and the SEC relating to their investigations and expect
to continue to produce documents over the coming months. We also expect that the DOJ and the SEC will conduct interviews
of some of our personnel as part of their investigations. See also Part II, Item 1A—“Risk Factors.”
In addition, on February 14, 2013, we filed an application pursuant to Section 34 of the South African Prevention of Corrupt
Activities Act in South Africa with the South African Police Service. Section 34 deals with the reporting of suspected fraud,
theft, extortion and forgery. Matters reported under Section 34 are usually referred for investigation to the South African
Directorate for Priority Crime Investigation, known as the Hawks. We filed the Section 34 application to prompt the Hawks
to conduct an investigation into who may have made corruption allegations that appeared in the South African media after we
were awarded the SASSA tender in January 2012. The Hawks have confirmed to us that our Section 34 application has been
accepted for investigation. We have provided certain electronic information to the Hawks at their request and we will
cooperate with the Hawks in their investigation.

   SASSA tender award litigation

On March 27, 2013, a full bench of the South African Supreme Court of Appeal dismissed the appeal by AllPay Consolidated
Investment Holdings (Pty) Ltd (“AllPay”), against the earlier ruling by the North Gauteng High Court that the award to us of
the tender by SASSA would not be set aside. The Supreme Court also upheld our and SASSA’s appeal against the High
Court’s orders that the process conducted in awarding the contract was illegal and invalid and that we and SASSA pay
AllPay’s costs occasioned by the court proceedings. The Supreme Court also ordered AllPay to pay our and SASSA’s costs
occasioned by the court proceedings, including the cost of three counsel. The judges presiding at the Supreme Court hearing
unanimously ruled that there were no unlawful irregularities in the tender process followed by SASSA. Accordingly, our
SASSA contract to distribute social welfare grants to ten million South Africans every month, for a period of five years,
remains in full force and effect. On April 18, 2013, AllPay applied for leave to appeal to the South African Constitutional
Court, the highest court in the country, against the judgment of the Supreme Court. We and SASSA have opposed AllPay’s
application. AllPay’s previous approach to the Constitutional Court, before the Supreme Court hearing and ruling, was
rejected at that time. We cannot predict if AllPay’s leave to appeal will be granted or if it is granted, when or how the
Constitutional Court would rule on the matter.

   Suit against AllPay

In December 2012 we sued AllPay. In our lawsuit we are alleging that AllPay wrongfully and unlawfully and with the
intention of injuring our reputation, infringing our goodwill and reducing our share price, competed unlawfully with us. We
are seeking damages in the aggregate amount of ZAR 478 million (approximately $55 million based on the ZAR/US dollar
exchange rate on December 11, 2012) plus interest and costs. The damages claimed may increase as we quantify the
continued impact of AllPay’s actions. A trial date will be applied for after the exchange of the required pleadings and
finalization of any interlocutory issues which may arise. It is unlikely that the matter will go to trial before June 30, 2013, the
end of our current financial year.

Results of Operations by Segment and Liquidity

Our frequently asked questions and operating metrics will be updated and posted on our website (www.net1.com).

   South African transaction-based activities

Segment revenue was $59 million in Q3 2013, up 27% compared with Q3 2012 in USD and up 37% on a constant currency
basis. In ZAR, the increases in segment revenue were primarily due to higher revenues earned under our new SASSA
contract. Segment operating income margin was (7%) and 19%, respectively, and declined primarily due to SASSA
implementation costs. Excluding amortization of acquisition-related intangibles, Q3 2013 segment operating income margin
was (5%), compared to 23% during Q3 2012.

   International transaction-based activities

KSNET continues to contribute the majority of our revenues and operating income in this operating segment. Segment
revenue was $33.1 million in Q3 2013, up 17% compared with Q3 2012 in USD and 27% on a constant currency basis and
was modestly impacted by ISC in Iraq notifying NUETS that it would not renew its contracts upon their expiration. Operating
margin for the segment is lower than most of our South African transaction-based businesses and was negatively impacted by
the expiration of the Iraqi contracts with ISC and the related bad debt provision required as well as on-going competition in
the Korean marketplace, but was partially offset by increased revenue contributions from KSNET. Excluding the amortization
of intangibles, Q3 2013 operating income margin was 6% compared to 12% during Q3 2012.

   Smart card accounts

Segment revenue was $8.6 million in Q3 2013, up 15% compared with Q3 2012 in USD and 23% on a constant currency
basis. Q3 2013 segment operating income margin was 29%, compared to 45% during Q3 2012. We have reduced our pricing
for smart card accounts after taking into consideration the lower price and higher volumes of the new SASSA contract.
   Financial services

UEPS-based lending contributes the majority of the revenue and operating income in this operating segment. Segment
revenue was $1.6 million in Q3 2013, down 28% compared with Q3 2012 in USD and 22% lower on a constant currency
basis, principally due to a decrease in lending activities. Q3 2013 segment operating income margin was 69% compared with
55% during Q3 2012 primarily as a result of an improved margin in our UEPS-based lending book resulting from a better
loss experience, offset by start-up expenditures related to Smart Life and other financial services offerings. Smart Life did not
contribute to operating income in the third quarter of fiscal 2013 and is currently unable to issue new insurance policies as a
result of the suspension of its license.

   Hardware, software and related technology sales

Segment revenue was $8.7 million in Q3 2013, up 40% compared with Q3 2012 in USD and 51% on a constant currency
basis. In constant currency, the increase in revenue resulted primarily from an increase in royalty fees and ad hoc hardware
sales, offset by a lower contribution from most other major contributors to hardware and software sales. Excluding
amortization of all intangibles, segment operating income margin was 20% compared to (21%) during Q3 2012.

    Corporate/eliminations

The increase in our corporate expenses resulted primarily from legal fees we incurred in connection with the DOJ and SEC
investigations, stock-based compensation and other corporate head office-related expenses.

   Cash flow and liquidity

At March 31, 2013, we had cash and cash equivalents of $43 million, up from $39 million at June 30, 2012. The increase in
our cash balances from June 30, 2012, was primarily from cash generated from operations, offset by implementation costs
and capital expenditures incurred to implement our SASSA contract, a scheduled repayment of our Korean debt and the
acquisition of Pbel and SmartSwitch Botswana. For Q3 2013, net cash provided by operating activities was $12.2 million
compared with $22.0 million in Q3 2012.

Excluding the impact of interest received, interest paid under our Korean debt and taxes paid, the decrease in cash provided
by operating activities resulted from significant implementation costs related to our SASSA contract, partially offset by cash
generated from operations. Capital expenditures for Q3 2013 and 2012 were $5.1 million and $13.9 million, respectively, and
have decreased primarily due to lower capital expenditures related to our SASSA contract and the purchase of fewer payment
processing terminals in Korea in Q3 2013.

Use of Non-GAAP Measures

US securities laws require that when we publish any non-GAAP measures, we disclose the reason for using the non-GAAP
measure and provide reconciliation to the directly comparable GAAP measure. The presentation of fundamental net income
and fundamental earnings per share and headline (loss) earnings per share are non-GAAP measures.

   Fundamental net income and fundamental earnings per share

Fundamental net income and earnings per share is GAAP net income and earnings per share adjusted for (1) the amortization
of acquisition-related intangible assets (net of deferred taxes), (2) stock-based compensation charges and (3) unusual non-
recurring items, including the amortization of KSNET debt facility fees, as well as (a) in fiscal 2013, DOJ and SEC
investigations-related expenses and acquisition-related costs; and (b) in fiscal 2012, the effects of a change in South African
tax law and the creation of a valuation allowance related to foreign tax credits, the profit on liquidation of SmartSwitch
Nigeria and loss on sale of 10% of Smart Life. Management believes that the fundamental net income and earnings per share
metric enhances its own evaluation, as well as an investor’s understanding, of our financial performance. Attachment B
presents the reconciliation between GAAP and fundamental net income and earnings per share.

   Headline loss per share/ headline earnings per share (“HEPS”)

The inclusion of HEPS in this press release is a requirement of our listing on the JSE. HEPS basic and diluted is calculated
using net (loss) income which has been determined based on GAAP. Accordingly, this may differ to the headline (loss)
earnings per share calculation of other companies listed on the JSE as these companies may report their financial results
under a different financial reporting framework, including but not limited to, International Financial Reporting Standards.

HEPS basic and diluted is calculated as GAAP net (loss) income adjusted for the loss (profit) on sale of property, plant and
equipment, net of related tax effects, the loss attributable to the sale of 10% of Smart Life and the profit on liquidation of
SmartSwitch Nigeria. Attachment C presents the reconciliation between our net (loss) income used to calculate (loss)
earnings per share basic and diluted and HEPS basic and diluted.
Conference Call

We will host a conference call to review Q3 2013 results on May 10, 2013, at 8:00 Eastern Time. To participate in the call,
dial 1-866-652-5200 (U.S. only), 1-855-669-9657 (Canada only), 0808-162-4061 (U.K. only) or 0-800-200-648 (South
Africa only) ten minutes prior to the start of the call. Callers should request “Net1 call” upon dial-in. The call will also be
webcast on our homepage, www.net1.com. Please click on the webcast link at least ten minutes prior to the call. A webcast of
the call will be available for replay on our website through June 2, 2013.

About Net1 (www.net1.com)

Net1 is a leading provider of alternative payment systems that leverage its Universal Electronic Payment System, or UEPS, to
facilitate biometrically secure, real-time electronic transaction processing to unbanked and under-banked populations of
developing economies around the world in an online or offline environment. Net1’s UEPS/EMV solution is also completely
interoperable with global EMV standards that seamlessly permit access to all the UEPS functionality in a traditional EMV
environment. In addition to payments, UEPS can be used for banking, healthcare management, payroll, remittances, voting
and identification.

Net1 operates market-leading payment processors in South Africa, Republic of Korea, and Ghana. In addition, Net1’s
proprietary Mobile Virtual Card technology offers secure mobile payments and banking services in developed and emerging
countries while its MediKredit and XeoHealth subsidiaries provide its proprietary 5010 and ICD-10 compliant real-time
claims adjudication system.

Net1 has a primary listing on the Nasdaq and a secondary listing on the JSE Limited.

Forward-Looking Statements

This announcement contains forward-looking statements that involve known and unknown risks and uncertainties. A
discussion of various factors that cause our actual results, levels of activity, performance or achievements to differ materially
from those expressed in such forward-looking statements are included in our filings with the Securities and Exchange
Commission. We undertake no obligation to revise any of these statements to reflect future events.

Investor Relations Contact:
Dhruv Chopra
Vice President of Investor Relations
Phone: +1-212-626-6675
Email: dchopra@net1.com
                                       NET 1 UEPS TECHNOLOGIES, INC.
                             Unaudited Condensed Consolidated Statements of Operations
                                                     Three months ended                Nine months ended
                                                            March 31,                       March 31,
                                                      2013            2012             2013           2012
                                                    (In thousands, except per share data)   (In thousands, except per share data)

REVENUE                                             $      111,141     $        90,664      $       334,265     $      282,648

EXPENSE

    Cost of goods sold, IT processing, servicing
    and support                                             51,461              32,493              143,789              99,605

    Selling, general and administration                     53,846              36,368              149,854              92,297

    Depreciation and amortization                           10,560                9,325              31,051              27,194

OPERATING (LOSS) INCOME                                     (4,726)             12,478                 9,571             63,552

INTEREST INCOME                                               2,515               2,164                8,195              5,981

INTEREST EXPENSE                                              2,023               2,244                6,117              7,215

(LOSS) INCOME BEFORE INCOME TAX
EXPENSE                                                     (4,234)             12,398               11,649              62,318

INCOME TAX EXPENSE                                              472               4,611                7,172              9,785

NET (LOSS) INCOME BEFORE EARNINGS
(LOSS) FROM EQUITY-ACCOUNTED
INVESTMENTS                                                 (4,706)               7,787                4,477             52,533

EARNINGS (LOSS) FROM EQUITY-
ACCOUNTED INVESTMENTS                                            22                  (4)                 204                100

NET (LOSS) INCOME                                           (4,684)               7,783                4,681             52,633

(ADD) LESS NET (LOSS) INCOME
ATTRIBUTABLE TO NON-CONTROLLING
INTEREST                                                         (3)                 17                 (11)                   5

NET (LOSS) INCOME ATTRIBUTABLE TO
NET1                                                $       (4,681)    $          7,766     $          4,692    $        52,628

Net (loss) income per share, in United States
dollars
     Basic (loss) earnings attributable to Net1
     shareholders                                           $(0.10)               $0.17                $0.10              $1.17
     Diluted (loss) earnings attributable to Net1
     shareholders                                           $(0.10)               $0.17                $0.10              $1.17
                                                  NET 1 UEPS TECHNOLOGIES, INC.
                                                  Condensed Consolidated Balance Sheets
                                                                                           Unaudited               (A)
                                                                                           March 31,            June 30,
                                                                                              2013                2012
                                                                                          (In thousands, except share data)
                                                          ASSETS
CURRENT ASSETS
   Cash and cash equivalents                                                              $     42,616       $      39,123
   Pre-funded social welfare grants receivable                                                   6,954               9,684
   Accounts receivable, net of allowances of – March: $3,272; June: $788                       101,609             101,918
   Finance loans receivable                                                                      8,773               8,141
   Deferred expenditure on smart cards                                                           3,915               4,587
   Inventory                                                                                     8,415               6,192
   Deferred income taxes                                                                         6,927               5,591
      Total current assets before settlement assets                                            179,209             175,236
          Settlement assets                                                                    538,318             409,166
             Total current assets                                                              717,527             584,402
PROPERTY, PLANT AND EQUIPMENT, NET OF ACCUMULATED
DEPRECIATION OF – March: $85,318; June: $74,242                                                  50,682             52,616
EQUITY-ACCOUNTED INVESTMENTS                                                                      1,112              1,508
GOODWILL                                                                                        182,066            182,737
INTANGIBLE ASSETS, net                                                                           83,193             93,930
OTHER LONG-TERM ASSETS, including reinsurance assets                                             38,426             40,700
   TOTAL ASSETS                                                                               1,073,006            955,893
                                                       LIABILITIES                               40,570
CURRENT LIABILITIES
   Accounts payable                                                                             18,681              13,172
   Other payables                                                                               33,324              40,167
   Current portion of long-term borrowings                                                      14,502              14,019
   Income taxes payable                                                                          5,879               6,019
      Total current liabilities before settlement obligations                                   72,386              73,377
          Settlement obligations                                                               538,318             409,166
             Total current liabilities                                                         610,704             482,543
DEFERRED INCOME TAXES                                                                           20,033              20,988
LONG-TERM BORROWINGS                                                                            75,255              79,760
OTHER LONG-TERM LIABILITIES, including insurance policy liabilities                             23,331              25,791
   TOTAL LIABILITIES                                                                           729,323             609,082
COMMITMENTS AND CONTINGENCIES
                                                          EQUITY
NET1 EQUITY:
   COMMON STOCK
        Authorized: 200,000,000 with $0.001 par value;
        Issued and outstanding shares, net of treasury - March: 45,742,707; June:
        45,548,902                                                                                  59                   59
   PREFERRED STOCK
        Authorized shares: 50,000,000 with $0.001 par value;
        Issued and outstanding shares, net of treasury: March: -; June: -                             -                  -
   ADDITIONAL PAID-IN-CAPITAL                                                                   160,094            155,350
   TREASURY SHARES, AT COST: March: 13,455,090; June: 13,455,090                              (175,823)           (175,823)
   ACCUMULATED OTHER COMPREHENSIVE LOSS                                                        (88,275)            (75,722)
   RETAINED EARNINGS                                                                            444,333            439,641
      TOTAL NET1 EQUITY                                                                         340,388            343,505
      NON-CONTROLLING INTEREST                                                                    3,295              3,306
          TOTAL EQUITY                                                                          343,683            346,811
                 TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY                               $   1,073,006      $     955,893
(A) – Derived from audited financial statements
                                      NET 1 UEPS TECHNOLOGIES, INC.
                            Unaudited Condensed Consolidated Statements of Cash Flows
                                                       Three months ended                      Nine months ended
                                                             March 31,                               March 31,
                                                        2013           2012                     2013           2012
                                                                (In thousands)                    (In thousands)
Cash flows from operating activities
Net (loss) income                                       $     (4,684)   $          7,783   $      4,681 $           52,633
Depreciation and amortization                                 10,560               9,325         31,051             27,194
Earnings (Loss) from equity-accounted investments                (22)                  4          (204)               (100)
Fair value adjustments                                          (299)            (1,211)            408             (1,983)
Interest payable                                                1,054                694          3,363               4,469
Loss (Profit) on disposal of plant and equipment                    3               (23)           (83)                (57)
Net loss on sale of 10% of Smart Life                               -                  -              -                  81
Profit on liquidation of SmartSwitch Nigeria                        -                  -              -             (3,994)
Realized loss on sale of Smart Life investments                     -                  -              -                  25
Stock-based compensation charge                                 1,092                843          3,325               1,882
Facility fee amortized                                             71                316            235                 515
(Increase) Decrease in accounts receivable, pre-
funded social welfare grants receivable and finance
loans receivable                                              (4,818)               474          (3,987)           (15,321)
Decrease (Increase) in deferred expenditure on smart
cards                                                          3,800               (56)               99              (70)
Decrease (Increase) in inventory                               1,149              (862)          (2,359)             (261)
Increase (Decrease) in accounts payable and other
payables                                                        4,533                583         (1,755)            (1,765)
Increase (Decrease) in taxes payable                              948              5,626             354            (5,336)
Decrease in deferred taxes                                    (1,201)            (1,532)         (4,133)           (14,928)
   Net cash provided by operating activities                  12,186             21,964          30,995              42,984
Cash flows from investing activities
Capital expenditures                                          (5,053)        (13,879)           (17,103)           (23,465)
Proceeds from disposal of property, plant and
equipment                                                         31                117              387                385
Acquisitions, net of cash acquired                                 -                  -          (2,143)                  -
Acquisition of prepaid business, net of cash acquired              -                  -                -            (4,481)
Acquisition of Smart Life, net of cash acquired                    -                  -                -            (1,673)
Acquisition of available for sale securities                       -              (948)                -              (948)
Settlement from former shareholders of KSNET                       -                  -                -              4,945
Repayment of loan by equity-accounted investment                   -                 30                3                 93
Purchase of investments related to insurance business              -                  -                -            (2,320)
Proceeds from maturity of investments related to
insurance business                                                  -                 -              545             2,321
Net change in settlement assets                             (156,363)            95,165        (168,419)           128,961
   Net cash (used in) provided by investing
   activities                                               (161,385)            80,485        (186,730)           103,818
Cash flows from financing activities
Repayment of long-term borrowings                                  -          (4,842)            (7,307)        (12,027)
Proceeds from issue of common stock                                -                -                240               -
Proceeds on sale of 10% of Smart Life                              -                -                  -             107
Acquisition of treasury stock                                      -                -                  -         (1,129)
Net change in settlement obligations                         156,363         (95,165)           168,419        (128,961)
  Net cash provided by (used in) financing
  activities                                                 156,363        (100,007)           161,352        (142,010)
Effect of exchange rate changes on cash                       (2,664)             4,944          (2,124)           (11,805)
Net increase (decrease) in cash and cash
equivalents                                                    4,500              7,386           3,493             (7,013)
Cash and cash equivalents – beginning of period               38,116             80,864          39,123             95,263
Cash and cash equivalents – end of period               $     42,616    $        88,250    $     42,616    $        88,250
Net 1 UEPS Technologies, Inc.

Attachment A

Operating segment revenue, operating income and operating margin:

Three months ended March 31, 2013 and 2012 and December 31, 2012

                                                                                                                  Change – constant
                                                                                                Change - actual    exchange rate(1)
                                                                                                Q3 ‘13   Q3 ‘13   Q3 ‘13     Q3 ‘13
                                                                                                 vs        vs       vs         vs
Key segmental data, in $ ’000,                                 Q3 ‘13     Q3 ‘12     Q2 ‘13     Q3‘12    Q2 ‘13    Q3‘12     Q2 ‘13
 Revenue:
   SA transaction-based activities ..........                   $59,009   $46,423     $60,764     27%      (3%)      37%       (6%)
   International transaction-based
   activities .............................................      33,119    28,188      33,113      17%      0%        27%      (3%)
   Smart card accounts ...........................                8,657     7,558       8,219      15%      5%        23%        2%
   Financial services ...............................             1,651     2,289       1,448    (28%)     14%      (22%)      10%
   Hardware, software and related
   technology sales .................................             8,705     6,206       7,898     40%      10%       51%         7%
      Total consolidated revenue ..........                    $111,141   $90,664    $111,442     23%      (0%)      32%       (3%)

   Consolidated operating (loss) income:
    SA transaction-based activities ..........                 ($4,197)    $8,694      $1,933      nm        nm        nm       nm
       Operating (loss) income excluding
       amortization....................................         (3,127)    10,452       3,398       nm       nm        nm        nm
       Amortization of intangible assets ...                    (1,070)    (1,758)    (1,465)    (39%)    (27%)     (34%)     (29%)
    International transaction-based
    activities .............................................    (1,362)       195        202       nm        nm        nm       nm
       Operating income excluding
       amortization....................................           1,866      3,387      3,515    (45%)    (47%)     (41%)     (49%)
       Amortization of intangible assets ...                    (3,228)    (3,192)    (3,313)       1%     (3%)        9%      (6%)
    Smart card accounts ...........................               2,467      3,435      2,342    (28%)       5%     (23%)        2%
    Financial services ...............................            1,147      1,248      1,048     (8%)       9%      (1%)        6%
    Hardware, software and related
    technology sales .................................            1,699    (1,301)       795       nm     114%         nm     107%
       Operating income (loss) excluding
       amortization....................................           1,785    (1,209)        878       nm    103%         nm      97%
       Amortization of intangible assets ...                       (86)       (92)       (83)     (7%)      4%         1%       0%
     Corporate/ Eliminations ....................               (4,480)        207    (1,348)       nm    232%         nm     222%
      Total operating (loss) income .......                    ($4,726)   $12,478      $4,972       nm      nm         nm       nm

   Operating income margin (%)
    SA transaction-based activities ..........                    (7%)       19%          3%
    International transaction-based
    activities .............................................      (4%)        1%          1%
    International transaction-based
    activities excluding amortization ........                      6%       12%         11%
    Smart card accounts ...........................                29%       45%         28%
    Financial services ...............................             69%       55%         72%
    Hardware, software and related
    technology sales .................................             20%      (21%)        10%
    Overall operating margin....................                  (4%)        14%         4%

(1) – This information shows what the change in these items would have been if the USD/ ZAR exchange rate that prevailed during
the third quarter of fiscal 2013 also prevailed during the third quarter of fiscal 2012 and the second quarter of fiscal 2013.
Nine months ended March 31, 2013 and 2012

                                                                                                 Change –
                                                                                                 constant
                                                                                     Change -    exchange
                                                                                      actual       rate(1)
                                                                                      F2013       F2013
Key segmental data, in ’000, except                                                     vs           vs
margins                                                        F2013      F2012       F2013       F2013
 Revenue:
   SA transaction-based activities ..........                  $181,137   $142,773        27%          37%
   International transaction-based
   activities .............................................      97,881     87,278         12%         21%
   Smart card accounts ...........................               25,240     23,074          9%         18%
   Financial services ...............................             4,483      6,344       (29%)       (24%)
   Hardware, software and related
   technology sales .................................            25,524     23,179        10%          19%
      Total consolidated revenue ..........                    $334,265   $282,648        18%          28%

   Consolidated operating income (loss):
    SA transaction-based activities ..........                   $4,136    $44,643       (91%)       (90%)
       Operating income excluding
       amortization....................................           8,139    49,448        (84%)       (82%)
       Amortization of intangible assets ...                    (4,003)    (4,805)       (17%)       (10%)
    International transaction-based
    activities .............................................    (1,331)      1,120         nm           nm
       Operating income excluding
       amortization....................................           8,366    10,750        (22%)       (16%)
       Amortization of intangible assets ...                    (9,697)    (9,630)          1%          9%
    Smart card accounts ...........................               7,194    10,487        (31%)       (26%)
    Financial services ...............................            3,292      3,685       (11%)        (3%)
    Hardware, software and related
    technology sales .................................            4,478      1,545       190%         213%
       Operating income excluding
       amortization....................................           4,732      1,819       160%        181%
       Amortization of intangible assets ...                      (254)      (274)        (7%)          0%
    Corporate/ Eliminations .....................               (8,198)      2,072          nm          nm
      Total operating income .................                  $9,571     $63,552       (85%)       (84%)

   Operating income margin (%)
    SA transaction-based activities ..........                      2%        31%
    International transaction-based
    activities .............................................      (1%)         1%
    International transaction-based
    activities excluding amortization ........                      9%        12%
    Smart card accounts ...........................                29%        45%
    Financial services ...............................             73%        58%
    Hardware, software and related
    technology sales .................................             18%         7%
    Overall operating margin....................                    3%        22%

(1) – This information shows what the change in these items would have been if the USD/ ZAR exchange
rate that prevailed during year to date fiscal 2013 also prevailed during year to date fiscal 2012.
Net 1 UEPS Technologies, Inc.

Attachment B

Reconciliation of GAAP net (loss) income and (loss) earnings per share, basic, to fundamental net income and
earnings per share, basic:

Three months ended March 31, 2013 and 2012

                                                                              (L)EPS,                               (L)EPS,
                                                       Net (loss) income        basic      Net (loss) income          basic
                                                          (USD’000)            (USD)          (ZAR’000)              (ZAR)
                                                       2013         2012    2013 2012      2013          2012     2013    2012

GAAP................................................   (4,681)      7,766    (0.10) 0.17   (39,632)     60,979    (0.87)   1.35

    Intangible asset amortization, net.                  3,295      3,751                   27,898      29,463
    Stock-based compensation charge                      1,092        843                    9,245       6,619
    Facility fees for KSNET debt ......                     71         90                      601         707
    DOJ and SEC investigations-
    related expenses ...........................         2,557          -                   21,648           -
    Acquisition-related costs ..............                28          -                      237           -
          Fundamental ......................             2,362     12,450    0.05   0.28    19,997      97,768     0.44    2.16


Nine months ended March 31, 2013 and 2012

                                                                                                                      EPS,
                                                        Net income           EPS, basic      Net income               basic
                                                         (USD’000)             (USD)         (ZAR’000)               (ZAR)
                                                       2013     2012        2013 2012      2013       2012        2013    2012

GAAP................................................     4,692    52,628    0.10    1.17    39,684     411,787     0.87    9.13

    Intangible asset amortization, net.                 10,453    10,957                    88,403      85,733
    Stock-based compensation charge                      3,325     1,883                    28,122      14,734
    Facility fees for KSNET debt ......                    235       301                     1,988       2,355
    DOJ and SEC investigations-
    related expenses ...........................         3,117         -                    26,363            -
    Acquisition-related costs ..............                75         -                       634            -
    Change in tax law ........................               -   (18,315)                        -    (150,373)
    Create FTC valuation allowance ..                        -     8,232                         -       67,588
    Profit on liquidation of subsidiary                      -   (3,994)                         -     (31,251)
    Loss on sale of 10% of Smart Life .                      -        77                         -          602
          Fundamental ......................            21,897    51,769 0.48       1.15   185,194      401,175    4.07    8.90
Net 1 UEPS Technologies, Inc.

Attachment C

Reconciliation of net (loss) income used to calculate (loss) earnings per share basic and diluted and headline (loss)
earnings per share basic and diluted:

Three months ended March 31, 2013 and 2012

                                                                                                                                          2013         2012

Net (loss) income (USD’000) ...............................................................................................               (4,681)       7,766
Adjustments: ..........................................................................................................................
   Loss (Profit) on sale of property, plant and equipment ....................................................                                     3      (23)
   Tax effects on above ........................................................................................................                 (1)         6

Net (loss) income used to calculate headline earnings (USD’000) .......................................                                   (4,679)       7,749

Weighted average number of shares used to calculate net income per share basic earnings
and headline earnings per share basic earnings (‘000) ..........................................................                          45,561       45,268

Weighted average number of shares used to calculate net income per share diluted
earnings and headline earnings per share diluted earnings (‘000) .........................................                                45,609       45,375

Headline (loss) earnings per share: ........................................................................................
   Basic, in USD ..................................................................................................................        (0.10)        0.17
   Diluted, in USD ...............................................................................................................         (0.10)        0.17

Nine months ended March 31, 2013 and 2012

                                                                                                                                          2013         2012

Net income (USD’000).........................................................................................................              4,692       52,628
Adjustments: ..........................................................................................................................
   Profit on liquidation of SmartSwitch Nigeria ..................................................................                              -      (3,994)
   Loss on sale of 10% of Smart Life ...................................................................................                        -           77
   Profit on sale of property, plant and equipment ...............................................................                           (83)         (57)
   Tax effects on above ........................................................................................................               23           16

Net income used to calculate headline earnings (USD’000) .................................................                                 4,632       48,670

Weighted average number of shares used to calculate net income per share basic earnings
and headline earnings per share basic earnings (‘000) ..........................................................                          45,540       45,083

Weighted average number of shares used to calculate net income per share diluted
earnings and headline earnings per share diluted earnings (‘000) .........................................                                45,588       45,140

Headline earnings per share:..................................................................................................
   Basic, in USD ..................................................................................................................         0.10         1.08
   Diluted, in USD ...............................................................................................................          0.10         1.08

Johannesburg
May 10, 2013

Sponsor:
Deutsche Securities (SA) (Proprietary) Limited

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