Net 1 UEPS Technologies, Inc. Reports Third Quarter 2016 Results

JOHANNESBURG, SOUTH AFRICA--(Marketwired - May 05, 2016) - Net 1 UEPS Technologies, Inc. (NASDAQ: UEPS) (JSE: NT1) today released results for the third quarter of fiscal 2016.

• Q3 2016 Revenue of $134.7 million, a constant currency increase of 20%;
• Q3 2016 FEPS of $0.43, which includes an adverse impact of $2.1 million, or $0.045 per share, attributable to taxes;
• Repurchase of 1,328,699 shares of Net1 common stock for approximately $12.7 million.

Factors impacting comparability of our Q3 2016 and Q3 2015 results

• Unfavorable impact from the strengthening of the U.S. dollar against primary functional currencies: The U.S. dollar appreciated by 35% against the ZAR and 9% against the KRW during Q3 2016, which negatively impacted our reported results;
• Continued growth in airtime revenue and transaction fees: We continued to grow our financial inclusion services offerings during Q3 2016, which has resulted in higher revenues and operating income, primarily from more sales of low-margin prepaid airtime and an increase in transaction fees;
• Ongoing contributions from EPE and Smart Life and expansion of branch network: Our EPE and Smart Life offerings contributed to an increase in revenue in ZAR, as well as an associated increase in establishment costs for our branch network;
• Gain on acquisition of T24: We recognized a fair value adjustment gain of $1.9 million related to the acquisition of T24. 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;
• Tax impact of dividends from South African subsidiary: Our income tax expense includes approximately $2.1 million related to the tax impact, including withholding taxes, resulting from further distributions from our South African subsidiary during fiscal 2016, which helped reduce the impact of a weakened ZAR on our reported cash balances. The conversion of a significant portion of our ZAR cash reserves to USD has again negatively impacted our interest income due to the material difference between ZAR and USD deposit rates; and
• Q3 2015 results include a refund related to Korean industry-wide litigation: Our results for Q3 2015 were positively impacted by a refund of $1.7 million that had been paid several years ago in connection with industry-wide litigation that has now been finalized.

"We have made measurable strides on our international expansion initiatives over the past few months, given new ZAZOO project launches in the UK and India, becoming a certified third-party processor in Europe, conclusion of our strategic investment by the IFC, and acquisitions that will allow us to own a larger share of the value chain as we pursue opportunities globally," said Serge Belamant, Chairman and CEO of Net1. "Meanwhile in South Africa, our core new offerings such as EasyPay Everywhere, financial services and ZAZOO continue to scale. Given the building blocks we have put in place and partnerships with multinationals like IFC and MasterCard, we are confident that fiscal 2017 will be a watershed year for Net1 as it relates to building a sizeable and sustainable international business," he concluded.

"Similar to Q2, we converted a meaningful further portion of our South African cash reserves to USD in Q3, in order to limit the impact of the ongoing volatility of the ZAR," said Herman Kotze, Chief Financial Officer of Net1. "This resulted in withholding and other tax-related adjustments, as well as lower tax-effected interest income due to the differential between ZAR and USD deposit rates, of approximately $0.05 to our EPS for Q3 2016. The impact of all these distributions during the year for fiscal 2016, is estimated to have an adverse impact of $0.18 on our fundamental EPS. As a result, for fiscal 2016, we now expect fundamental earnings per share of at least $2.40 using our constant currency base of ZAR 11.43/$1 and a share count of 46.7 million shares. However, the IFC transaction, which is expected to close on May 11, 2016, will result in the issuance of 9.98 million shares. We therefore anticipate our Q4 2016 weighted average share count to be approximately 51.1 million shares (and YY for fiscal 2016?)," he concluded.

Closing of transaction with IFC parties for the issue of approximately 10 million shares for $107.7 million

All the closing conditions for the share subscription transaction with the International Finance Corporation ("IFC") and three funds managed by IFC Asset Management Company (together with IFC, the "IFC Parties"), as announced on April 11, 2016, have been met and approval of same has been received from the IFC Parties. Pursuant to the terms of the subscription agreement, the transaction is expected to close on May 11, 2016. The IFC Parties have agreed to subscribe for 9.98 million shares of our common stock at a subscription price of $10.79 per share, for total proceeds of $107.7 million. The subscription price represented a 20.6% premium over the closing price of our shares on Nasdaq on April 8, 2016 (the trading day before the agreement was concluded). The IFC Parties will have an 18% interest in our company following closing of the transaction. We will use the proceeds of the investment primarily for the expansion of our business and technological solutions in emerging markets across the globe.

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 $50.6 million in Q3 2016, down 13% compared with Q3 2015 in USD, but 18% higher on a constant currency basis. In ZAR, the increase in segment revenue and operating income was primarily due to higher EPE transaction revenue as a result of increased usage of our ATMs, more low-margin transaction fees generated from card holders using the South African National Payment System, increased inter-segment transaction processing activities, and a modest increase in the number of social welfare grants distributed. Our operating income margin for Q3 2016 and 2015 was 26% and 23%, respectively, and was higher primarily due to higher EPE revenue as a result of increased ATM transactions, an increase in inter-segment transaction processing activities, an increase in the number of beneficiaries paid in Q3 2016 and a modest increase in the margin of transaction fees generated from cardholders using the South African National Payment System, partially offset by annual salary increases granted to our South African employees.

International transaction processing

Segment revenue was $40.6 million in Q3 2016, up 6% compared with Q3 2015 in USD, and up 43% on a constant currency basis. Revenue increased in constant currency primarily due to higher transaction volume at KSNET during Q3 2016 and the inclusion of T24 from January 2016. Operating income during Q3 2016 was lower due to an increase in depreciation expenses at KSNET and ongoing ZAZOO start-up costs in the UK and India, but was partially offset by increase in revenue contribution from KSNET and a positive contribution by T24 and XeoHealth. Operating income and operating income margin for Q3 2015, was positively impacted by a refund of approximately $1.7 million that had been paid several years ago in connection with industry-wide litigation. Operating income margin for Q3 2016 and 2015 was 12% and 17%, respectively.

Financial inclusion and applied technologies

Segment revenue was $54.3 million in Q3 2016, down 19% compared with Q3 2015 in USD and up 9% on a constant currency basis. In ZAR, Financial inclusion and applied technologies revenue and operating income increased primarily due to higher prepaid airtime and other value-added services sales, and, in ZAR, an increase in inter-segment revenues, offset by fewer ad hoc terminal and card sales and lower lending service fees. Operating income for Q3 2016, was also adversely impacted by establishment costs for Smart Life and expansion of our branch network as well as an increase in inter-segment charges. Operating income margin for the Financial inclusion and applied technologies segment was 21% and 27%, respectively, during Q3 2016 and 2015, and has decreased primarily due to establishment costs for Smart Life, expansion of our branch network, annual salary increases for our South African employees and an increase in inter-segment charges.

Corporate/eliminations

Our corporate expenses have decreased primarily due to the impact of the stronger USD on goods and services procured in other currencies, primarily the ZAR, the gain related to the acquisition of T24 and lower amortization costs, partially offset by modest increases in USD denominated goods and services purchased from third parties and directors' fees.

Cash flow and liquidity

At March 31, 2016, we had cash and cash equivalents of $123.3 million, down from $117.6 million at June 30, 2015. The increase in our cash balances from June 30, 2015, was primarily due to the expansion of all of our core businesses, partially offset by the strengthening of the U.S. dollar against our primary functional currencies, repurchase of shares of our common stock, provisional tax payments, acquisitions and capital expenditures.

Excluding the impact of interest received, interest paid under our Korean debt and taxes, the increase in cash from operating activities resulted from improved trading activity during fiscal 2016. Capital expenditures for Q3 2016 and 2015 were $8.1 million and $6.3 million, respectively, and have increased primarily due to the acquisition of more payment processing terminals in South Korea and ATMs in South Africa. During Q3 2016, we acquired 1,328,699 shares of our common stock for approximately $12.7 million. In addition, we exercised our rights under the Finbond Group Limited, or Finbond, rights offer and paid approximately $8.9 million (ZAR 136.1 million) for 40,733,723 shares. We also paid approximately $1.7 million, net of cash received, for approximately 56% of T24's ordinary shares that we did not previously own.

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 KSNET debt facility fees and US government investigations-related and US lawsuit expenses as well as, in fiscal 2016, a fair value gain resulting from the acquisition of T24 and costs related the IFC transaction and to acquisitions consummated or ultimately not pursued, and in fiscal 2015, a refund ( net of taxes) related to Korean industry-wide litigation that has now been finalized. 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 on sale of property, plant and equipment, and in fiscal 2016, a fair value gain resulting from the acquisition of T24. 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 2016 results on May 6, 2016, 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 29, 2016.

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 and ChinaUnionPay 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. The Company intends to deploy its varied mobile solutions through its ZAZOO business unit, which is an aggregation of innovative technology companies and is based in the United Kingdom.

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.

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.