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NET 1 UEPS TECHNOLOGIES INC - Net 1 UEPS Technologies, Inc. Reports Third Quarter 2017 Results

Release Date: 05/05/2017 08:00
Code(s): NT1     PDF:  
Wrap Text
Net 1 UEPS Technologies, Inc. Reports Third Quarter 2017 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 2017 Results
JOHANNESBURG, May 5, 2017 – Net 1 UEPS Technologies, Inc. (Nasdaq: UEPS; JSE: NT1) today released results for Q3 2017.
-   Q3 2017 Revenue of $147.9 million, an increase of 10%, down 8% in constant currency;
-   Q3 2017 Fundamental net income of $23.5 million, an increase of 19%, down 1% in constant currency; and
-   Q3 2017 FEPS of $0.43, an increase of 0%, which includes a 19% adverse impact related to higher share count.

Summary Financial Metrics

                                                                                  Three months ended March 31,
                                                                                             % change   % change
                                                                              2017      2016   in USD     in ZAR
(All figures in USD '000s except per share data)                        
Revenue                                                                    147,944   134,736      10%       (8%)
GAAP net income                                                             18,392    18,420     (0%)      (17%)
Fundamental net income (1)                                                  23,468    19,787      19%       (1%)
GAAP earnings per share ($)                                                   0.34      0.40    (15%)      (29%)
Fundamental earnings per share ($) (1)                                        0.43      0.43       0%      (16%)
Fully-diluted shares outstanding ('000's)                                   54,808    46,430      19%
Average period USD/ ZAR exchange rate                                        13.22     15.82    (16%)
                        
                                                                                Nine months ended March 31,
                                                                                             % change   % change
                                                                              2017      2016   in USD     in ZAR
(All figures in USD '000s except per share data)                        
Revenue                                                                    455,010   439,490       4%         1%
GAAP net income                                                             61,665    58,098       6%         3%
Fundamental net income (1)                                                  71,859    65,978       9%         6%
GAAP earnings per share ($)                                                   1.15      1.24     (6%)       (9%)
Fundamental earnings per share ($) (1)                                        1.34      1.41     (5%)       (8%)
Fully-diluted shares outstanding ('000's)                                   53,088    47,074      13%        13%
Average period USD/ ZAR exchange rate                                        13.77     14.17     (3%)

(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 income to fundamental net income and earnings per share.

Factors impacting comparability of our Q3 2017 and Q3 2016 results

-   Earnings and FEPS dilution impact from issue of additional shares of common stock: Our Q3 2017 fundamental earnings per share was impacted by the weighted average issuance of
    five million shares of our common stock in February 2017 and 10 million shares in Q4 2016, partially offset by buy backs of 5.5 million shares;
-   Favorable impact from the weakening of the U.S. dollar against South African Rand: The U.S. dollar depreciated by 16% against the ZAR during Q3 2017, which positively impacted
    our reported results;
-   Growth in lending and insurance businesses: We continued to experience volume growth and operating efficiencies in our lending and insurance businesses during Q3 2017, which has
    resulted in an improved contribution to our financial inclusion revenue and operating income;
-   Ongoing contributions from EasyPay Everywhere: EPE revenue and operating income growth was driven primarily by ongoing EPE adoption as we further expanded our customer
    base utilizing our ATM infrastructure;
-   Masterpayment expansion costs: Masterpayment incurred additional investment as it grows its staff complement to execute its expansion plan into new markets;
-   Regulatory changes in South Korea pertaining to fees on card transactions: The regulations governing the fees that may be charged on card transactions have adversely impacted our
    revenues and operating income in South Korea;
-   Lower prepaid sales resulting from improved security features to our Manje products: The introduction of our new biometric-linking feature adversely impacted the number of
    transacting users purchasing prepaid products through our mobile channel;
-   Higher transaction-related costs in fiscal 2017: We incurred $1.4 million in transaction-related costs pertaining to various acquisition and investment initiatives pursued during Q3 2017;
-   Gain on acquisition of T24 during fiscal 2016: We recognized a fair value adjustment gain of $1.9 million related to the acquisition of T24 during Q3 2016. We accounted for T24 as
    an equity method investment prior to obtaining control and recognized a gain arising from the consolidation and purchase accounting adjustments related to the T24 acquisition; and
-   Tax impact of dividends from South African subsidiary in fiscal 2016: Our income tax expense for Q3 2016 includes approximately $2.1 million related to the tax impact, including
    withholding taxes, resulting from distributions from our South African subsidiary during fiscal 2016.

"The last few months have been challenging, aggravated by the tarnishing of our reputation and questioning of our business practices due to frivolous and unsubstantiated public attacks.
Although we devoted a substantial amount of time to manage these issues, we believe that we have made sufficient progress towards the finalization of our South African and international
expansion strategy," said Serge Belamant, CEO of Net1. "Consistent with our service delivery track record over the last five years, the distribution of grants in April and May has gone smoothly
and without any delay or interruption and we continue to fulfill our obligations in accordance with the Constitutional Court's order. We remain willing to support a smooth transition to SASSA
or whomever they determine to be the most suitable service provider when our current contract expires. In the interim, we continue to provide seamless and timely access to grants for
beneficiaries and our technology continues to save the South African government an estimated ZAR 2 billion per annum through the identification and removal of fraudulent beneficiaries," he added.

"We intend to shortly commence with the implementation of our strategic plan to accelerate growth, diversification and geographic footprint," added Serge Belamant. "In South Africa we will
partner, invest in or acquire the right institutions to expand our addressable market and fuel innovation, which in turn will lead to the creation of new products and business models.
Internationally, our UEPS/EMV banking platform will be the cornerstone from which we can service the needs of the developed and developing world, while also providing the bridge between
the two," he concluded.

"We expect to make substantial progress towards completion of a number of investment transactions during the last quarter of fiscal 2017, including Blue Label, DNI and Cell C," said Herman
Kotze, Chief Financial Officer of Net1. "These transactions will have a limited impact on our full year results and we reaffirm our fundamental earnings per share guidance for fiscal 2017 to be
at least $1.69 using a constant currency base of ZAR 14.38/$1, a share count of 54.5 million shares, and a tax rate between 33%-35%," he concluded.

Recent Developments
Results of Operations by Segment and Liquidity
Our operating metrics will be updated and posted on our website (www.net1.com).

South African transaction processing

Segment revenue was $64.0 million in Q3 2017, up 26% in USD compared with Q3 2016, and up 6% on a constant currency basis. In ZAR, the increase in segment revenue was primarily due to
higher EPE transaction revenue as a result of increased usage of our ATMs, increased inter-segment transaction processing activities and a modest increase in the number of social welfare grants
distributed. Operating income decreased primarily due to the impact of annual salary increases granted to our South African employees, partially offset by higher EPE transaction revenue as a
result of increased usage of our ATMs and a modest increase in the number of social welfare grants distributed.

Our operating income margin for Q3 2017 and 2016 was 24% and 26%, respectively. Our fiscal 2017 margin includes higher EPE revenue, and an increase in the number of beneficiaries paid in
Q3 2017, which was partially offset by annual salary increases granted.

International transaction processing

Segment revenue was $41.5 million in Q3 2017, up 2% in USD compared with Q3 2016, and down 15% on a constant currency basis. In calendar 2016, South Korean regulators introduced
specific regulations governing the fees that may be charged on card transactions, as is the case in most other developed economies. These regulations have a direct impact on card issuers in South
Korea and consistent with global practices, card issuers have renegotiated their fees with South Korean VAN companies, including KSNET, which has had an adverse impact on KSNET's
financial performance.

Segment revenue increased during Q3 2017, primarily due to the inclusion of Masterpayment; however, this growth was partially offset by a lower contribution from KSNET due to the regulatory
changes described above. Operating income during Q3 2017 was lower due to lower revenue at KSNET, losses incurred by Masterpayment as it grows its staff complement to execute its
expansion plan into new markets, and ongoing ZAZOO start-up costs in the UK and India, which was partially offset by a positive contribution by T24. Operating income margin for Q3 2017 and
2016 was 5% and 12%, respectively.

Financial inclusion and applied technologies

Segment revenue was $56.9 million in Q3 2017, up 5% in USD compared with Q3 2016 and down 12% on a constant currency basis. In ZAR, Financial inclusion and applied technologies
revenue decreased primarily due to fewer prepaid airtime and other value added services sales, as well as fewer ad-hoc terminal sales, partially offset by increased volumes in our lending and
insurance businesses, and an increase in inter-segment revenues. Operating income margin for the Financial inclusion and applied technologies segment was 25% and 21% during Q3 fiscal 2017
and 2016, respectively, and has increased primarily due to improved revenues from our lending and insurance businesses and an increase in inter-segment revenues and fewer low margin prepaid
product sales, offset by fewer ad hoc terminal and annual salary increases granted to our South African employees.

Corporate/eliminations

Our corporate expenses have increased primarily due to higher transaction-related expenditures, higher amortization costs and modest increases in U.S. dollar denominated goods and services
purchased from third parties and directors' fees. Our corporate expenses for the third quarter of fiscal 2016, includes a gain related to the acquisition of T24.

Cash flow and liquidity

At March 31, 2017, our cash and cash equivalents were $223.0 million, and excludes $44.7 million of restricted cash. The decrease in our cash balances from June 30, 2016, was primarily due to
repurchase of shares of our common stock; unscheduled repayments of our Korean debt; payment of taxes; the investment in MobiKwik, C4U Malta and Pros Software; a loan to Finbond and
capital expenditures, which was partially offset by the sale of 5 million shares of our common stock and expansion of most of our core businesses.

Excluding the impact of taxes, interest received and interest paid under our Korean debt, the increase in cash from operating activities resulted from improved trading activity during fiscal 2017,
offset by the timing of receipt of amounts from customers. Capital expenditures for Q3 2017 and 2016 were $1.9 million and $8.1 million, respectively, and have decreased primarily due to the
acquisition of fewer payment processing terminals in South Korea. We provided a $2.0 million loan to KZ One, the holding company of our Nigerian initiative One Credit. We sold 5 million
shares of our common stock for $45.0 million and received approximately $0.6 million from the exercise of stock options. We also utilized approximately $0.3 million of our Korean borrowings
to pay quarterly interest due.

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 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 Korean debt facility fees and US government investigations-related expenses as well as, in
fiscal 2017, a refund (net of taxes) related to Korean industry-wide litigation that has now been finalized and costs related to transactions and acquisition consummated or ultimately not pursued.
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 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 income which has been determined based on GAAP.
Accordingly, this may differ to the headline 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 income adjusted for the (profit) loss on sale of property, plant and equipment. Attachment C presents the reconciliation between our net
income used to calculate earnings per share basic and diluted and HEPS basic and diluted and the calculation of the denominator for headline diluted earnings per share.

Conference Call

We will host a conference call to review Q3 2017 results on May 5, 2017, at 8:00 Eastern Time. To participate in the call, dial 1-855-481-5362 (US and Canada), 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 the Net1 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 the Net1 website through May 28, 2017.

About Net1 (www.net1.com)

Net1 is a leading provider of alternative payment systems that leverage its Universal Electronic Payment System ("UEPS") or utilize its proprietary mobile technologies. The Company operates
market-leading payment processors in South Africa and the Republic of Korea. Through Transact24, Net1 offers debit, credit and prepaid processing and issuing services for Visa, MasterCard,
ChinaUnionPay, Alipay and WeChat in China and other territories across Asia-Pacific, Europe and Africa, and the United States. Through Masterpayment, Net1 provides payment processing
and enables working capital financing in Europe.

UEPS permits the Company 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 interoperable with global EMV standards that seamlessly enable 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's mobile technologies include its proprietary mobile payments solution - MVC, which offers secure mobile-based payments, as well as mobile banking and prepaid value-added services in
developed and emerging countries.

Net1 has a primary listing on the NASDAQ and a secondary listing on the Johannesburg Stock Exchange.

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
Head of Investor Relations
Phone: +1 917-767-6722
Email: dchopra@net1.com

Media Relations Contact:
Bridget von Holdt
Business Director – Burson-Marsteller South Africa
Phone: +27-82-610-0650
Email: bridget.vonholdt@bm-africa.com

Unaudited Condensed Consolidated Statements of Operations
                                                                                Three months ended                Nine months ended
                                                                                       March 31,                       March 31,
                                                                                         2017                2016                 2017                  2016
                                                                               (In thousands, except per share data)   (In thousands, except per share data)
REVENUE                                                                        $      147,944     $       134,736      $       455,010     $         439,490
EXPENSE                            
    Cost of goods sold, IT processing, servicing                            
    and support                                                                        70,912              63,266              219,210               219,316
    Selling, general and administration                                                42,195              35,998              122,366               108,007
    Depreciation and amortization                                                      10,290               9,281               31,117                29,982
OPERATING INCOME                                                                       24,547              26,191               82,317                82,185
INTEREST INCOME                                                                         5,124               3,345               14,489                11,284
INTEREST EXPENSE                                                                          467                 852                1,773                 2,880
INCOME BEFORE INCOME TAX EXPENSE                                                       29,204              28,684               95,033                90,589
INCOME TAX EXPENSE                                                                     10,233               9,816               32,320                31,306
NET INCOME BEFORE EARNINGS FROM                            
EQUITY-ACCOUNTED INVESTMENTS                                                           18,971              18,868               62,713                59,283
EARNINGS FROM EQUITY-ACCOUNTED                            
INVESTMENTS                                                                                45                   2                  778                   578
NET INCOME                                                                             19,016              18,870               63,491                59,861
LESS NET INCOME ATTRIBUTABLE TO                            
NON-CONTROLLING INTEREST                                                                  624                 450                1,826                 1,763
NET INCOME ATTRIBUTABLE TO NET(1)                                              $       18,392     $        18,420      $        61,665     $          58,098
                            
Net income per share, in U.S. dollars                            
     Basic earnings attributable to Net(1)                                              $0.34               $0.40                $1.16                 $1.24
shareholders                            
Diluted earnings attributable to Net(1)                            
shareholders                                                                            $0.34               $0.40                $1.16                 $1.23

NET 1 UEPS TECHNOLOGIES, INC.
Unaudited Condensed Consolidated Balance Sheets
                                                                                                                            Unaudited                  (A)
                                                                                                                            March 31,               June 30,
                                                                                                                               2017                   2016
                                                                                                                           (In thousands, except share data)
                                                       ASSETS                                         
CURRENT ASSETS                                         
   Cash and cash equivalents                                                                                               $    222,972       $     223,644
   Restricted cash                                                                                                               44,735                   -
   Pre-funded social welfare grants receivable                                                                                    1,615               1,580
   Accounts receivable, net of allowances of – March: $3,362; June: $1,669                                                      122,540             107,805
   Finance loans receivable, net of allowances of – March: $3,536; June: $4,494                                                  43,539              37,009
   Inventory                                                                                                                     10,560              10,004
   Deferred income taxes                                                                                                          6,841               6,956
       Total current assets before settlement assets                                                                            452,802             386,998
          Settlement assets                                                                                                     513,713             536,725
              Total current assets                                                                                              966,515             923,723
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of –                                         
March: $124,527; June: $99,969                                                                                                   43,901              54,977
EQUITY-ACCOUNTED INVESTMENTS                                                                                                     38,920              25,645
GOODWILL                                                                                                                        190,174             179,478
INTANGIBLE ASSETS, net of accumulated amortization of – March: $105,620;                                         
June: $91,208                                                                                                                    42,904              48,556
OTHER LONG-TERM ASSETS, including reinsurance assets                                                                             39,281              31,121
   TOTAL ASSETS                                                                                                               1,321,695           1,263,500
                                                      LIABILITIES                                         
CURRENT LIABILITIES                                         
  Short-term credit facilities                                                                                                        -                   -
  Accounts payable                                                                                                               13,555              14,097
  Other payables                                                                                                                 38,319              37,479
  Current portion of long-term borrowings                                                                                         8,941               8,675
  Income taxes payable                                                                                                           11,223               5,235
     Total current liabilities before settlement obligations                                                                     72,038              65,486
         Settlement obligations                                                                                                 513,713             536,725
            Total current liabilities                                                                                           585,751             602,211
DEFERRED INCOME TAXES                                                                                                            11,143              12,559
LONG-TERM BORROWINGS                                                                                                             16,335              43,134
OTHER LONG-TERM LIABILITIES, including insurance policy liabilities                                                               2,725               2,376
TOTAL LIABILITIES                                                                                                               615,954             660,280
                                         
COMMITMENTS AND CONTINGENCIES                                         
                                                         EQUITY                                              
    COMMON STOCK                                         
        Authorized: 200,000,000 with $0.001 par value;                                         
        Issued and outstanding shares, net of treasury - March: 57,590,085; June:                                             
        55,271,954                                                                                                                   79                  74
    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                                                                                                  269,533             223,978
    TREASURY SHARES, AT COST: March: 23,621,541; June: 20,483,932                                                             (273,238)           (241,627)
    ACCUMULATED OTHER COMPREHENSIVE LOSS                                                                                      (164,510)           (189,700)
    RETAINED EARNINGS                                                                                                           761,987             700,322
      TOTAL NET1 EQUITY                                                                                                         593,851             493,047
      REDEEMABLE COMMON STOCK                                                                                                   107,672             107,672
      NON-CONTROLLING INTEREST                                                                                                    4,218               2,501
          TOTAL EQUITY                                                                                                          705,741             603,220
                 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                                                               $   1,321,695       $   1,263,500
(A) – Derived from audited financial statements                                                                                       -    

Unaudited Condensed Consolidated Statements of Cash Flows
                                                                                             Three months ended                   Nine months ended
                                                                                                   March 31,                           March 31,
                                                                                                 2017                 2016           2017               2016
                                                                                                  (In thousands)                     (In thousands)
Cash flows from operating activities                                   
Net income                                                                               $     19,016    $          18,870    $    63,491      $      59,861
Depreciation and amortization                                                                  10,290                9,281         31,117             29,982
Earnings from equity-accounted investments                                                       (45)                  (2)          (778)              (578)
Fair value adjustments                                                                           (50)              (2,387)           (61)                613
Interest payable                                                                                   75                  343             84              1,697
Profit on disposal of property, plant and equipment                                              (98)                 (29)          (571)              (113)
Gain on fair value of T24                                                                           -              (1,909)              -            (1,909)
Stock-based compensation charge (reversal), net                                                   621                  954           (68)              2,645
Facility fee amortized                                                                             27                   34             94                103
Dividends received from equity accounted                                   
investments                                                                                         -                    -            370                  -
(Increase) Decrease in accounts receivable, pre-                                   
funded social welfare grants receivable and finance                                   
loans receivable                                                                             (16,612)               15,914        (2,261)           (15,211)
Decrease (Increase) in inventory                                                                3,893                (340)            308              (495)
(Decrease) Increase in accounts payable and other                                     
payables                                                                                      (1,486)                4,009        (4,386)              1,563
Increase in taxes payable                                                                       6,678                4,479          5,819              3,444
Decrease in deferred taxes                                                                      (506)                 (19)        (1,752)              (256)
   Net cash provided by operating activities                                                   21,803               49,198         91,406             81,346
Cash flows from investing activities                                   
Capital expenditures                                                                          (1,949)              (8,053)        (8,498)           (28,698)
Proceeds from disposal of property, plant and                                   
equipment                                                                                         330                  136          1,344                753
Investment in MobiKwik                                                                              -                    -       (15,347)                  -
Loans to equity accounted investments                                                         (2,000)                    -       (12,044)                  -
Acquisitions, net of cash acquired                                                                  -              (1,666)        (4,651)            (1,666)
Acquisition of available for sale securities                                                        -              (8,900)              -            (8,900)
Other investing activities                                                                          -                  (5)              -                (5)
Net change in settlement assets                                                             (165,945)            (111,118)         54,827            171,516
  Net cash (used in) provided by investing                                      
  activities                                                                                (169,564)            (129,606)         15,631            133,000
Cash flows from financing activities                        
Proceeds from issue of common stock                                                            45,629                    -         45,629             3,762
Acquisition of treasury stock                                                                       -             (12,726)       (32,081)          (23,912)
Repayment of long-term borrowings                                                                   -                    -       (28,493)                 -
Guarantee fee paid                                                                                  -                    -        (1,145)                 -
Dividends paid to non-controlling interest                                                          -                    -          (613)                 -
Long-term borrowings utilized                                                                     274                  676            521             2,107
Net change in settlement obligations                                                          165,955              111,118       (54,817)         (171,516)
  Net provided by (cash used) in financing                                     
  activities                                                                                  211,858               99,068       (70,999)         (189,559)
Effect of exchange rate changes on cash                                                         4,719                3,192          8,025          (19,101)
Net increase in cash, cash equivalents and                                     
restricted cash                                                                                68,816               21,852         44,063             5,686
Cash, cash equivalents and restricted cash –                                     
beginning of period                                                                           198,891              101,417        223,644           117,583
Cash, cash equivalents and restricted cash – end                                     
of period                                                                               $     267,707    $         123,269  $     267,707    $      123,269

(A) - Net change in settlement assets and net change in settlement obligations included in the unaudited condensed consolidated
statement of cash flows for the three and nine months ended March 31, 2016, have been increased by $19.7 million and $59.5 million,
respectively, as a result of the restatement described in Note 2—(Significant accounting policies—Settlement assets and settlement
obligations) to the Company's audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended
June 30, 2016.

Attachment A
Operating segment revenue, operating income and operating margin:
Three months ended March 31, 2017 and 2016 and March 31, 2017

                                                                                                                                           Change – constant
                                                                                                                        Change - actual     exchange rate(1)
                                                                                                                        Q3 '17   Q3 '17    Q3 '17     Q3 '17
                                                                                                                           vs       vs        vs         vs
Key segmental data, in $ '000,                                                        Q3 '17      Q3 '16      Q2 '17     Q3'16     Q2'17     Q3'16     Q2'17
Revenue:                   
South African transaction processing                                                 $63,967     $50,594     $59,862       26%        7%        6%        1%
International transaction processing                                                  41,514      40,588      44,000        2%      (6%)     (15%)     (11%)
Financial inclusion and applied                   
technologies                                                                          56,881      54,286      59,258        5%      (4%)     (12%)      (9%)
      Subtotal: Operating segments                                                   162,362     145,468     163,120       12%      (0%)      (7%)      (6%)
      Intersegment eliminations                                                     (14,418)    (10,732)    (11,687)       34%       23%       12%       17%
          Consolidated revenue                                                      $147,944    $134,736    $151,433       10%      (2%)      (8%)      (7%)
                   
Operating income (loss):                   
South African transaction processing                                                 $15,531     $13,133     $15,372       18%        1%      (1%)      (4%)
International transaction processing                                                   1,968       4,813       3,904     (59%)     (50%)     (66%)     (52%)
Financial inclusion and applied                   
technologies                                                                          14,064      11,469      14,107       23%      (0%)        3%      (5%)
      Subtotal: Operating segments                                                    31,563      29,415      33,383        7%      (5%)     (10%)     (10%)
      Corporate/Eliminations                                                         (7,016)     (3,224)     (7,794)      118%     (10%)       82%     (15%)
         Consolidated operating income                                               $24,547     $26,191     $25,589      (6%)      (4%)     (22%)      (9%)
Operating income margin (%)                   
South African transaction processing                                                     24%         26%         26%
International transaction processing                                                      5%         12%          9%
Financial inclusion and applied                   
technologies                                                                             25%         21%         24%
      Consolidated operating margin                                                      17%         19%         17%

(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 2017 also prevailed during the third quarter of fiscal 2016 and the second quarter of fiscal 2017.

Nine months ended March 31, 2017 and 2016  
                                                                                                                                                  Change –
                                                                                                                                                  constant
                                                                                                                                      Change -    exchange
                                                                                                                                        actual     rate(1)
                                                                                                                                         F2017       F2017
                                                                                                                                          vs           vs
Key segmental data, in '000, except margins                                                                     F2017        F2016       F2016       F2016
Revenue:                                   
South African transaction processing                                                                         $181,397      158,997         14%         11%
International transaction processing                                                                          131,704      122,653          7%          4%
Financial inclusion and applied technologies                                                                  179,681      187,332        (4%)        (7%)
      Subtotal: Operating segments                                                                            492,782      468,982          5%          2%
      Intersegment eliminations                                                                              (37,772)     (29,492)         28%         24%
          Consolidated revenue                                                                               $455,010      439,490          4%          1%
Operating income:                                 
South African transaction processing                                                                          $44,451       38,724         15%         12%
International transaction processing                                                                           11,689       15,596       (25%)       (27%)
Financial inclusion and applied technologies                                                                   43,354       41,542          4%          1%
      Subtotal: Operating segments                                                                             99,494       95,862          4%          1%
      Corporate/Eliminations                                                                                 (17,177)     (13,677)         26%         22%
         Consolidated operating income                                                                        $82,317       82,185          0%        (3%)
                                 
Operating income margin (%)                                 
South African transaction processing                                                                              25%          24%
International transaction processing                                                                               9%          13%
Financial inclusion and applied technologies                                                                      24%          22%
      Overall operating margin                                                                                    18%          19%

(1) – This information shows what the change in these items would have been if the USD/ ZAR exchange rate that
prevailed during the year to date of fiscal 2017 also prevailed during the year to date of fiscal 2016.

Attachment B
Reconciliation of GAAP net income and earnings per share, basic, to fundamental net income and earnings per share, basic:
Three months ended March 31, 2017 and 2016                        
                        
                                                                                                     EPS,                                   EPS,
                                                                                 Net income          basic        Net income                basic
                                                                                 (USD'000)          (USD)         (ZAR'000)                (ZAR)
                                                                                 2017      2016     2017   2016        2017       2016      2017    2016
GAAP                                                                           18,392    18,420     0.34   0.40     243,190    291,377      4.45    6.29
    Intangible asset amortization, net                                          2,772     1,743                      36,653     27,586
    Transaction costs                                                           1,439       545                      19,027      8,621
    Stock-based compensation charge                                               621       954                       8,211     15,091
    US government investigations-                           
    related expenses                                                              217         -                       2,869          -
    Facility fees for Korean debt                                                  27        34                         357        538
    Gain on fair value of T24                                                       -   (1,909)                           -   (30,198)
          Fundamental                                                          23,468    19,787     0.43   0.43     310,307    313,015      5.68    6.75
                        
Nine months ended March 31, 2017 and 2016                        
                                                                                                     EPS,                                  EPS,
                                                                                 Net income          basic        Net income               basic
                                                                                  (USD'000)          (USD)         (ZAR'000)               (ZAR)
                                                                                 2017      2016     2017  2016      2017       2016        2017     2016
GAAP                                                                           61,665    58,098    1.15   1.24   849,009    823,149        15.82   17.59
    Intangible asset amortization, net                                          7,637     6,182                  105,124     87,588  
    Transaction costs                                                           2,928       726                   40,313     10,286  
    Stock-based compensation                            
    (reversal) charge                                                            (68)     2,645                    (936)     37,475  
    Refund related to litigation                            
    finalized in Korea, net                                                     (643)         -                  (8,853)          -  
    Facility fees for Korean debt                                                  94       103                    1,294      1,459                      
    US government investigations-                           
    related expenses                                                              246       133                    3,387       1,884  
    Gain on fair value of T24                                                       -   (1,909)                        -    (27,047)  
      Fundamental                                                              71,859    65,978    1.34   1.41   989,338     934,794       18.44   19.98

Attachment C
Reconciliation of net income used to calculate earnings per share basic and diluted and headline earnings per share basic and diluted:

Three months ended March 31, 2017 and 2016
                                                                                                                                           2017      2016
Net income (USD'000)                                                                                                                     18,392    18,420
Adjustments:  
   Gain on fair value of T24                                                                                                                  -   (1,909)
   Profit on sale of property, plant and equipment                                                                                         (98)      (29)
   Tax effects on above                                                                                                                      27         8

Net income used to calculate headline earnings (USD'000)                                                                                 18,321    16,490
Weighted average number of shares used to calculate net income per share basic earnings
and headline earnings per share basic earnings ('000)                                                                                    54,639    46,341

Weighted average number of shares used to calculate net income per share diluted
earnings and headline earnings per share diluted earnings ('000)                                                                         54,808    46,430

Headline earnings per share:                           
   Basic, in USD                                                                                                                           0.34      0.36
   Diluted, in USD                                                                                                                         0.33      0.36

Nine months ended March 31, 2017 and 2016
                                                                                                                                           2017      2016
Net income (USD'000)                                                                                                                     61,665    58,098
Adjustments:  
   Gain on fair value of T24                                                                                                                  -   (1,909)
   Profit on sale of property, plant and equipment                                                                                        (571)     (113)
   Tax effects on above                                                                                                                     160        32
Net income used to calculate headline earnings (USD'000)                                                                                 61,254    56,108
Weighted average number of shares used to calculate net income per share basic earnings 
and headline earnings per share basic earnings ('000)                                                                                    52,961    46,786
Weighted average number of shares used to calculate net income per share diluted 

earnings and headline earnings per share diluted earnings ('000)                                                                         53,088    47,074
Headline earnings per share:   
   Basic, in USD                                                                                                                           1.16      1.20
   Diluted, in USD                                                                                                                         1.15      1.19

Calculation of the denominator for headline diluted earnings per share

                                                                                                                  Q3'17    Q3'16      F2017         F2016
   Basic weighted-average common shares outstanding and unvested                             
   restricted shares expected to vest under GAAP                                                                 54,639   46,341     52,961        46,786
       Effect of dilutive securities under GAAP                                                                     169       89        127           288
         Denominator for headline diluted earnings per share                                                     54,808   46,430     53,088        47,074

Weighted average number of shares used to calculate headline earnings per share diluted represent the denominator for basic weighted-average common shares outstanding and unvested
restricted shares expected to vest plus the effect of dilutive securities under GAAP. We use this number of fully-diluted shares outstanding to calculate headline earnings per 
share diluted because we do not use the two-class method to calculate headline earnings per share diluted.

Johannesburg
May 5, 2017

Sponsor:
Rand Merchant Bank, a division of FirstRand Bank Limited



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