UEPS Net 1 Ueps Technologies Inc

JOHANNESBURG, South Africa, Aug. 28 /PRNewswire-FirstCall/ -- Net 1 UEPS Technologies, Inc. ("Net1" or the "Company") (NASDAQ:UEPS) today announced results for the three months and year ended June 30, 2008. Results Three months ended June 30, 2008 and 2007 GAAP GAAP GAAP Fundamental Q4 Q4 Variance Fundamental Fundamental Variance 2008 2007 % Q4 2008 (1) Q4 2007 (1) % Net income (USD'000) 21,482 17,531 23% 23,423 19,086 23% Earnings per share, basic (US cents) 38 31 23% 41 33 24% Revenue (USD'000) 62,231 60,196 3% 62,231 60,196 3% (1) - Fundamental net income and earnings per share is GAAP net income and earnings per share excluding the amortization of acquisition-related intangible assets, net of deferred taxes, stock-based compensation charges and, where applicable, the effect of the change in the fully distributed tax rate from 36.89% to 35.45%. Since the Company's reporting currency is the U.S. dollar ("USD") but its functional currency is the South African rand ("ZAR"), and due to the impact of currency fluctuations between the USD and the ZAR on the Company's results of operations, the Company also analyzes its results of operations in ZAR to assist investors in understanding the changes in the underlying trends of its business. The USD was stronger against the ZAR during the three months and full year ended June 30, 2008, as compared with the prior periods. The impact of these changes on results of operations is shown under the column "Change" in the tables of key metrics included in Attachment A at the end of this press release. GAAP GAAP GAAP Fundamental Q4 Q4 Variance Fundamental Fundamental Variance 2008 2007 % Q4 2008 (1) Q4 2007 (1) % Net income (ZAR'000) 167,551 124,793 34% 182,692 135,871 34% Earnings per share, basic (ZAR cents) 293 219 34% 319 238 34% Revenue (ZAR'000) 485,380 428,500 13% 485,380 428,500 13% (1) - Fundamental net income and earnings per share is GAAP net income and earnings per share excluding the amortization of acquisition-related intangible assets, net of deferred taxes, stock-based compensation charges and, where applicable, the effect of the change in the fully distributed tax rate from 36.89% to 35.45%. Years ended June 30, 2008 and 2007 GAAP GAAP GAAP Fundamental Fundamental Fundamental YE YE Variance YE YE Variance 2008 2007 % 2008 2007 % Net income (USD'000) 86,695 63,679 36% 88,821 69,808 27% Earnings per share, basic (US cents) 152 112 36% 155 123 26% Revenue (USD'000) 254,056 223,968 13% 254,056 223,968 13% GAAP GAAP GAAP Fundamental Fundamental Fundamental YE YE Variance YE YE Variance 2008 2007 % 2008 2007 % Net income (ZAR'000) 632,050 459,126 38% 648,419 503,315 29% Earnings per share, basic (ZAR cents) 1,106 808 37% 1,134 884 28% Revenue (ZAR'000) 1,852,188 1,614,809 15% 1,852,188 1,614,809 15% Use of Non-GAAP measures Under U.S. generally accepted accounting principles ("GAAP"), the Company is required to fair value all intangible assets on the date of acquisition and amortize these intangible assets over their expected useful lives. In addition, under GAAP, the Company is required to measure the fair value of options and other stock-based awards and recognize a stock-based compensation charge over the requisite service period. The Company's GAAP net income and earnings per common share and linked unit for the three months and year ended June 30, 2008 and 2007 includes amortization of intangibles relating to our fiscal 2007 acquisition of Prism Holdings Limited, including the later acquisition of the remaining 25.1% of EasyPay (Pty) Limited, and stock-based compensation charges related to stock options and other stock-based awards. Finally, the effect of the change in the fully distributed tax rate from 36.89% to 35.45% in January 2008 is included in the Company's net income and earnings per common share and linked unit for the year ended June 30, 2008. The Company excludes these items when calculating fundamental net income and earnings per common share and linked unit because management believes that these adjustments enhance its own evaluation, as well as an investor's understanding, of the Company's financial performance. Attachment B presents a reconciliation between GAAP and fundamental net income and earnings per common share and linked unit. Fourth Quarter Highlights -- Delivery of hardware and recognition of additional software development and customization revenues related to the Ghanaian National Switch and Smart Card Payment System contract; -- Official launch of our wage payment system in the KwaZulu-Natal province on May 12, 2008; -- Merchant acquiring system transactions increased 15% from the fourth quarter of fiscal 2007; -- The number of grants paid increased 5% from the fourth quarter of fiscal 2007; -- The number of transactions processed per terminal increased 19% from the fourth quarter of fiscal 2007; -- The total number of active UEPS smart card-based accounts increased 6% to 4,022,193 as of June 30, 2008, compared to June 30, 2007; and -- The number of transactions processed by EasyPay increased 17% from the fourth quarter of fiscal 2007. Comments and Outlook "I am particularly pleased to report excellent earnings and cash flow for our 2008 fiscal year," said Dr. Serge Belamant, Chairman and Chief Executive Officer of Net1. "I am delighted with the successful launch of our technology in Iraq, our rapid deployment of the Ghanaian national payment system and our further advances within the South African market. Global interest in our technology has never been stronger and presents several tangible opportunities to achieve our vision," he concluded. "There are a number of significant events that will have an impact on our financial results for fiscal 2009," said Herman Kotze, Chief Financial Officer of Net1. "These include the financial effects of the BGS acquisition, the timing of any SASSA tender award and the development of certain international business prospects. Assuming that our current business activities will continue as usual, and taking into account the significant contribution from our activities in Ghana during fiscal 2008, we anticipate our fundamental earnings per share growth rate to exceed 15% for fiscal 2009 on a constant currency basis," he concluded. Conference call Net1 will host a conference call to review fourth quarter results on August 29, 2008, and discuss the acquisition of BGS Smartcard Systems AG at 8:00 a.m. Eastern Daylight Time. To participate in the call, dial 1-800-860- 2442 (U.S. only), 1-866-519-5086 (Canada only), 0-800-917-7042 (U.K. only) or 0-800-200-648 (South Africa only) five 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, http://www.net1ueps.com/. Please click on the webcast link at least 10 minutes prior to the call. A webcast of the call will be available for replay on the Net1 website through September 19, 2008. About Net1 (http://www.net1ueps.com/) Net1 provides its universal electronic payment system, or UEPS, as an alternative payment system for the unbanked and under-banked populations of developing economies. The Company believes that it is the first company worldwide to implement a system that can enable the estimated four billion people who generally have limited or no access to a bank account to enter affordably into electronic transactions with each other, government agencies, employers, merchants and other financial service providers. To accomplish this, the Company has developed and deployed the UEPS. This system uses secure smart cards that operate in real-time but offline, unlike traditional payment systems offered by major banking institutions that require immediate access through a communications network to a centralized computer. This offline capability means that users of Net1's system can enter into transactions at any time with other cardholders in even the most remote areas so long as a portable offline smart card reader is available. In addition to payments and purchases, Net1's system can be used for banking, health care management, international money transfers, voting and identification. The Company also focuses on the development and provision of secure transaction technology, solutions and services. The Company's core competencies around secure online transaction processing, cryptography and integrated circuit card (chip/smart card) technologies are principally applied to electronic commerce transactions in the telecommunications, banking, retail, petroleum and utilities market sectors. These technologies form the cornerstones of the "trusted transactions" environment of Prism, a South African based subsidiary of the Company, and provide the Company with the building blocks for developing secure end-to-end payment solutions. This announcement contains forward-looking statements that involve known and unknown risks and uncertainties. A discussion of various factors that could cause the Company's actual results levels of activity, performance or achievements to differ materially from those expressed in such forward-looking statements are included in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to revise any of these statements to reflect future circumstances or the occurrence of unanticipated events. NET 1 UEPS TECHNOLOGIES, INC. CONSOLIDATED STATEMENTS OF OPERATIONS for the years ended June 30, 2008, 2007 and 2006 2008 (A) 2007 (A) 2006 (A) (In thousands, except per share data) REVENUE $254,056 $223,968 $196,098 Sale of goods 39,021 27,716 17,867 Loan-based interest and fees received 8,585 11,460 15,017 Services rendered 206,450 184,792 163,214 EXPENSE Cost of goods sold, IT processing, servicing and support 67,486 54,417 50,619 Selling, general and administration 65,362 61,625 48,627 Depreciation and amortization 10,822 11,050 5,710 Costs related to public offering and Nasdaq listing - - 1,529 OPERATING INCOME 110,386 96,876 89,613 INTEREST INCOME, net 15,722 4,401 5,889 INCOME BEFORE INCOME TAXES 126,108 101,277 95,502 INCOME TAX EXPENSE 39,192 37,574 36,653 NET INCOME BEFORE MINORITY INTEREST AND (LOSS) EARNINGS FROM EQUITY-ACCOUNTED INVESTMENTS 86,916 63,703 58,849 MINORITY INTEREST (815) 205 - (LOSS) EARNINGS FROM EQUITY-ACCOUNTED INVESTMENTS (1,036) 181 383 NET INCOME $86,695 $63,679 $59,232 Net income per share Basic earnings - common stock and linked units, in $1.52 1.12 1.05 Diluted earnings - common stock and linked units, in $1.50 1.11 1.03 (A) - derived from audited financial statements. NET 1 UEPS TECHNOLOGIES, INC. CONSOLIDATED BALANCE SHEETS as of June 30, 2008 and 2007 2008 (A) 2007 (A) (In thousands, except share data) ASSETS CURRENT ASSETS Cash and cash equivalents $272,475 $171,727 Pre-funded social welfare grants receivable 35,434 26,817 Accounts receivable, net 21,797 30,503 Finance loans receivable, net 4,301 5,755 Deferred expenditure on smart cards 78 507 Inventory 6,052 5,645 Deferred income taxes 5,597 7,028 Total current assets 345,734 247,982 LONG-TERM RECEIVABLES 207 54 PROPERTY, PLANT AND EQUIPMENT, net 6,291 7,582 EQUITY-ACCOUNTED INVESTMENTS 2,685 2,992 GOODWILL 76,938 85,871 INTANGIBLE ASSETS, net 22,216 31,609 TOTAL ASSETS 454,071 376,090 LIABILITIES CURRENT LIABILITIES Bank overdraft - 16 Accounts payable 4,909 5,879 Other payables 57,432 34,457 Income taxes payable 14,162 14,346 Total current liabilities 76,503 54,698 DEFERRED INCOME TAXES 33,474 36,219 INTEREST BEARING LIABILITIES -- outside shareholders loans 3,766 4,100 COMMITMENTS AND CONTINGENCIES - - TOTAL LIABILITIES 113,743 95,017 SHAREHOLDERS' EQUITY COMMON STOCK Authorized shares: 83,333,333 with $0.001 par value; Issued and outstanding shares: 2008: 53,423,552; 2007: 51,730,547 52 52 SPECIAL CONVERTIBLE PREFERRED STOCK Authorized shares: 50,000,000 with $0.001 par value; Issued and outstanding shares: 2008: 4,882,429; 2007: 5,656,110 5 5 B CLASS PREFERENCE SHARES Authorized shares: 330,000,000 with $0.001 par value; Issued and outstanding shares (net of shares held by the Company): 2008: 35,975,818; 2007: 41,676,625 6 7 ADDITIONAL PAID-IN CAPITAL 119,283 112,167 TREASURY SHARES, AT COST: 2008: 306,269; 2007: 299,821 (7,950) (7,795) ACCUMULATED OTHER COMPREHENSIVE LOSS (37,820) (3,915) RETAINED EARNINGS 266,752 180,552 TOTAL SHAREHOLDERS' EQUITY 340,328 281,073 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $454,071 $376,090 (A) -- derived from audited financial statements. NET 1 UEPS TECHNOLOGIES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS for the years ended June 30, 2008, 2007 and 2006 2008 (A) 2007 (A) 2006 (A) (In thousands) Cash flows from operating activities Net income $86,695 $63,679 $59,232 Adjustments to reconcile net income to net cash provide by operating activities: Depreciation and amortization 10,822 11,050 5,710 Loss (earnings) from equity-accounted investments 1,036 (181) (383) Fair value adjustment related to financial liabilities (197) 161 6 Fair value adjustments of FAS 133 derivative instruments (72) 25 (90) Interest payable 434 234 - Profit on disposal of property, plant and equipment (110) (286) (210) Loss on disposal of equity-accounted investment -- Permit Group 2 (Pty) Ltd - 586 - Profit on disposal of business - - (10) Minority interest (815) 205 - Stock compensation charge, net of forfeitures 3,971 910 150 Write down of property, plant and equipment - - 314 Increase in accounts receivable, pre-funded social welfare grants receivable and finance loans receivable (9,983) (9,469) (13,870) Decrease in deferred expenditure on smart cards 416 155 3,199 Increase in inventory (1,138) (2,203) (109) Increase (Decrease) in accounts payable and other payables 24,353 (1,470) 13,183 Increase (Decrease) in taxes payable 1,369 268 (471) Increase in deferred taxes 1,979 1,802 9,126 Net cash provided by operating activities 118,760 65,466 75,777 Cash flows from investing activities Capital expenditures (3,563) (3,745) (1,821) Proceeds from disposal of property, plant and equipment 160 685 336 Proceeds from disposal of business - - 10 Proceeds from disposal of equity-accounted investment -- Permit Group 2 (Pty) Ltd - 2,301 - Long-term receivables and loan to equity-accounted investment repaid - 1,622 - Acquisition of and advance of loans to equity-accounted investments (500) (360) (4,030) Acquisition of Prism Holdings Limited and remaining 25.1% of EasyPay, net of cash acquired - (92,043) - Net cash used in investing activities (3,903) (91,540) (5,505) Cash flows from financing activities Proceeds from issue of common stock 2,845 909 33,661 Acquisition of treasury stock - (1,000) (3,958) Proceeds from bank overdraft 1,462 84,657 20 Repayment of bank overdraft (1,443) (84,854) - Proceeds from interest bearing liabilities - 3,513 - Net cash provided by financing activities 2,864 3,225 29,723 Effect of exchange rate changes on cash (16,973) 4,841 (18,009) Net increase (decrease) in cash and cash equivalents 100,748 (18,008) 81,986 Cash and cash equivalents -- beginning of year 171,727 189,735 107,749 Cash and cash equivalents at end of year $272,475 $171,727 $189,735 (A) -- derived from audited financial statements. Net 1 UEPS Technologies, Inc. Attachment A Key metrics and statistics at and for the three months ended June 30, 2008 and 2007 and March 31, 2008: Three months ended June 30, 2008 and 2007 and March 31, 2008 Change - constant Change - exchange actual rate(1) Q4 Q4 Q4 Q4 '08 '08 '08 '08 Key statement of vs vs vs vs operations data, in Q4 Q4 Q3 Q4 Q3 Q4 Q3 '000, except EPS '08 '07 '08 '07 '08 '07 '08 USD USD USD Revenue $62,231 $60,196 $63,066 3% (1)% 12% 4% Operating income 27,604 24,491 28,650 13% (4)% 22% 1% Income tax expense 11,376 8,647 5,156 32% 121% 42% 132% Net income $21,482 $17,531 $26,967 23% (20)% 33% (16)% Earnings per share, Basic (cents) 38 31 47 23% (19)% 33% (15)% Diluted (cents) 37 31 47 19% (21)% 29% (17)% Fundamental earnings per share, Basic (cents) 41 33 40 24% 3% 34% 8% Key segmental data, in '000, except margins Revenue: Transaction-based activities $38,035 $35,834 $37,254 6% 2% 15% 7% Smart card accounts 8,445 8,840 8,696 (4)% (3)% 3% 2% Financial services 1,934 2,605 1,999 (26)% (3)% (20)% 2% Hardware, software and related technology sales 13,817 12,917 15,117 7% (9)% 16% (4)% Total consolidated revenue $62,231 $60,196 $63,066 3% (1)% 12% 4% Consolidated operating income (loss): Transaction-based activities $21,912 $17,986 $20,347 22% 8% 32% 13% Smart card accounts 3,840 4,018 3,953 (4)% (3)% 3% 2% Financial services 524 593 507 (12)% 3% (4)% 9% Hardware, software and related technology sales 2,123 3,494 5,380 (39)% (61)% (34)% (58)% Corporate/ Eliminations (795) (1,600) (1,537)(50)% (48)% (46)% (46)% Total operating income $27,604 $24,491 $28,650 13% (4)% 22% 1% Operating income margin (%) Transaction-based activities 58% 50% 55% Smart card accounts 45% 45% 45% Financial services 27% 23% 25% Hardware, software and related technology sales 15% 27% 36% Overall operating margin 44% 41% 45% Jun 30, Jun 30, 2008 2007 Change Key balance sheet data, in '000 Cash and cash equivalents $272,475 $171,727 59% Total current assets 345,734 247,982 39% Total assets 454,071 376,090 21% Total current liabilities 76,503 54,698 40% Total shareholders' equity $340,328 $281,073 21% (1) - This information shows what the change in these items would have been if the USD/ ZAR exchange rate that prevailed during the fourth quarter of fiscal 2008 also prevailed during the fourth quarter of fiscal 2007 and the third quarter of fiscal 2008. Three months ended June 30, 2008 and 2007 and March 31, 2008 (continued) Change Q4 '08 Q4 '08 Additional vs vs information Q4 '08 Q4 '07 Q3 '08 Q4 '07 Q3 '08 Transaction- based activities: Total number of grants paid: KwaZulu- Natal 5,182,170 5,063,452 5,051,827 2% 3% Limpopo 2,957,809 2,938,435 2,949,459 1% -% North West 1,289,828 869,781 1,245,238 48% 4% Northern Cape 496,884 421,102 494,664 18% -% Eastern Cape 2,047,136 2,141,921 2,151,385 (4)% (5)% 11,973,827 11,434,691 11,892,573 5% 1% Average revenue per grant paid: ZAR ZAR ZAR KwaZulu-Natal 23.83 20.49 21.76 16% 10% Limpopo 18.56 16.81 18.32 10% 1% North West 22.39 22.30 22.19 -% 1% Northern Cape 24.05 18.55 20.26 30% 19% Eastern Cape 16.52 15.02 16.56 10% -% UEPS merchant acquiring system: Terminals installed at period end 4,394 4,357 4,222 1% 4% Number of participating retail locations at period end 2,454 2,598 2,468 (6)% (1)% Value of transactions processed through POS devices during the quarter (in ZAR '000) 2,243,592 1,777,436 1,996,072 26% 12% Value of transactions processed through POS devices during the completed pay cycles for the quarter (in ZAR '000) 2,178,596 1,777,738 2,022,938 23% 8% Average number of grants processed per terminal during the quarter 965 811 917 19% 5% Average number of grants processed per terminal during the completed pay cycles for the quarter 936 810 933 16% -% EasyPay transaction fees: Number of transactions proces- sed 133,380,549 114,177,612 129,152,205 17% 3% Average fee per transaction (in ZAR) 0.22 0.20 0.20 10% 10% Three months ended June 30, 2008 and 2007 and March 31, 2008 (continued) Change Q4 Q4 '08 '08 vs vs Q4 Q3 Q4 '08 Q4 '07 Q3 '08 '07 '08 Smart card accounts: Total number of smart card accounts 4,022,193 3,812,273 3,956,882 6% 2% Hardware, software and related technology sales: Ad hoc significant hardware sales (USD '000) Nedbank hardware 700 2,348 600 (70)% 17% Ghana -- in terms of contract 3,400 - 4,300 n/m (21)% Ghana -- additional orders 1,600 - - n/m n/m Financial services: (USD '000) Traditional microlending: Finance loans receivable -- gross 2,864 5,263 4,611 (46)% (38)% Allowance for doubtful finance loans receivable (1,007) (2,773) (2,667) (64)% (62)% Finance loans receivable -- net 1,857 2,490 1,944 (25)% (4)% UEPS-based lending: Finance loans receivable -- net and gross (i.e., no provisions) 2,444 3,265 2,986 (25)% (18)% Earnings (Loss) from equity accounted investments: (USD '000) Beginning of period (2,389) 991 (2,352) Equity-accounted earnings (loss) (235) 79 (281) Equity-accounted earnings -- Permit - 55 16 Equity-accounted earnings (loss) -- SmartSwitch Namibia(1) 11 56 (71) Equity-accounted earnings (loss) -- SmartSwitch Botswana(1) 97 90 (164) Equity-accounted (loss) -- VTU Colombia (301) (122) (62) Equity-accounted (loss) -- VinaPay (42) - (281) Sale of Permit - (2,805) - Foreign currency adjustment 13 (39) 244 End of period (2,611) (1,774) (2,389) nm -- Statistic not meaningful (1) -- includes the elimination of unrealized net income Key metrics and statistics at and for the years ended June 30, 2008 and 2007: Years ended June 30, 2008 and 2007 Years ended Change Jun 30, Constant 2008 2007 Exchange USD USD Actual Rate(1) Key statement of operations data, in '000, except EPS Revenue 254,056 $223,968 13% 15% Operating income 110,386 96,876 14% 15% Income tax expense 39,192 37,574 4% 5% Net income 86,695 $63,679 36% 38% Earnings per share, Basic (cents) 152 112 36% 37% Diluted (cents) 150 111 35% 37% Fundamental earnings per share, Basic (cents) 155 123 26% 27% Key segmental data, in '000, except margins Revenue: Transaction-based activities $153,444 $139,006 10% 12% Smart card accounts 35,914 34,562 4% 5% Financial services 8,251 11,241 (27)% (26)% Hardware, software and related technology sales 56,447 39,159 44% 46% Total consolidated revenue $254,056 $223,968 13% 15% Consolidated operating income (loss): Transaction-based activities $84,229 $78,785 7% 8% Smart card accounts 16,325 15,710 4% 5% Financial services 1,935 3,351 (42)% (42)% Hardware, software and related technology sales 11,708 6,115 91% 94% Corporate/ Eliminations (3,811) (7,085) (46)% (46)% Total operating income $110,386 $96,876 14% 15% Operating income margin (%) Transaction-based activities 55% 57% Smart card accounts 45% 45% Financial services 23% 30% Hardware, software and related technology sales 21% 16% Overall operating margin 43% 43% Jun 30, Jun 30, 2008 2007 Change Key balance sheet data, in '000 Cash and cash equivalents $272,475 $171,727 59% Total current assets 345,734 247,982 39% Total assets 454,071 376,090 21% Total current liabilities 76,503 54,698 40% Total shareholders' equity $340,328 $281,073 21% (1) - This information shows what the change in these items would have been if the USD/ ZAR exchange rate that prevailed during fiscal 2008 also prevailed during fiscal 2007. Years ended June 30, 2008 and 2007 (continued) Years ended Jun 30, Change 2008 2007 Additional information: Transaction-based activities: Total number of grants paid: KwaZulu-Natal 20,337,526 20,080,685 1% Limpopo 11,791,095 11,662,537 1% North West 4,984,479 3,351,477 49% Northern Cape 1,986,525 1,669,037 19% Eastern Cape 8,491,929 8,568,506 (1)% 47,591,554 45,332,242 5% Average revenue per grant paid: ZAR ZAR KwaZulu-Natal 22.19 20.04 11% Limpopo 17.76 16.32 9% North West 21.79 20.73 5% Northern Cape 20.44 18.64 10% Eastern Cape 16.05 12.90 24% UEPS merchant acquiring system: Terminals installed at period end 4,394 4,357 1% Number of participating retail locations at period end 2,454 2,598 (6)% Value of transactions processed through POS devices during the quarter (in ZAR '000) 2,243,592 1,777,436 26% Value of transactions processed through POS devices during the completed pay cycles for the quarter (in ZAR '000) 2,178,596 1,777,738 23% Average number of grants processed per terminal during the quarter 965 811 19% Average number of grants processed per terminal during the completed pay cycles for the quarter 936 810 16% EasyPay transaction fees: Number of transactions processed 516,849,006 441,439,169 17% Average fee per transaction (in ZAR) 0.21 0.21 -% Years ended June 30, 2008 and 2007 (continued) Years ended Jun 30, Change 2008 2007 Smart card accounts: Total number of smart card accounts 4,022,193 3,812,273 6% Hardware, software and related technology sales: Ad hoc significant hardware sales (USD '000) Nedbank hardware 3,244 4,400 (26)% Ghana - in terms of contract 14,200 - Nm Ghana - additional orders 1,600 - Nm SmartSwitch Botswana hardware and software (before consolidation adjustments) - 2,100 Nm Financial services: (USD '000) Traditional microlending: Finance loans receivable - gross 2,864 5,263 (46)% Allowance for doubtful finance loans receivable (1,007) (2,773) (64)% Finance loans receivable - net 1,857 2,490 (25)% UEPS-based lending: Finance loans receivable -net and gross (i.e., no provisions) 2,444 3,265 (25)% Earnings (Loss) from equity accounted investments: (USD '000) Beginning of period (1,774) 874 Equity-accounted earnings (loss) (1,036) 181 Equity-accounted earnings - Permit - 1,415 Equity-accounted earnings (loss) - SmartSwitch Namibia(1) 15 (262) Equity-accounted earnings (loss) - SmartSwitch Botswana(1) (97) (593) Equity-accounted (loss) - VTU Colombia (792) (379) Equity-accounted (loss) - VinaPay (162) - Sale of Permit - (2,805) Foreign currency adjustment 199 (24) End of period (2,611) (1,774) nm - Statistic not meaningful (1) - includes the elimination of unrealized net income Net 1 UEPS Technologies, Inc. Attachment B Reconciliation of GAAP results to fundamental results: Three months ended June 30, 2008 Three months ended Jun 30, Amorti- zation of Prism and EasyPay Stock- 2008 2008 intangible based Funda- GAAP assets(1) charge(2) mental Net income (USD'000) 21,482 830 1,111 23,423 Earnings per share, basic (USD cents) 38 41 Net income (ZAR'000) 167,551 6,476 8,665 82,692 Earnings per share, basic (ZAR cents) 293 319 (1) Amortization of Prism and EasyPay Intangibles, net of deferred tax benefit: $ '000 ZAR '000 Customer relationships 337 2,630 Trademarks 87 679 Software and unpatented technology 852 6,642 Deferred tax benefit (446) (3,475) 830 6,476 (2) Includes stock-based compensation charges related to options and non- vested stock awards granted under the Amended and Restated Net 1 UEPS Technologies, Inc. 2004 Stock Incentive Plan and stock options granted to employees of Prism. Three months ended June 30, 2007 Three months ended Jun 30, Costs Amorti- associated zation of with Prism and acqui- EasyPay Stock- sition 2007 2007 intangible based not Funda- GAAP assets(1) charge(2) pursued(3) mental Net income (USD'000) 17,531 890 224 441 19,086 Earnings per share, basic (USD cents) 31 33 Net income (ZAR'000) 124,793 6,344 1,595 3,139 135,871 Earnings per share, basic (ZAR cents) 219 238 (1) Amortization of Prism and EasyPay Intangibles, net of deferred tax benefit: $ '000 ZAR '000 Customer relationships 369 2,630 Software and unpatented technology 95 679 Trademarks 933 6,642 Deferred tax benefit (507) (3,607) 890 6,344 (2) Includes stock-based compensation charge related to options granted to employees of Prism and under the Amended and Restated Net 1 UEPS Technologies, Inc. 2004 Stock Incentive Plan. (3) Represents expenses associated with a potential acquisition that Net1 ultimately decided not to pursue during the three months ended December 31, 2006. Year ended June 30, 2008 Year ended Jun 30, Amorti- zation of Prism and EasyPay Stock- 2008 2008 intangible based Change in Funda- GAAP assets(1) charge(2) tax rate(3) mental Net income (USD'000) 86,695 3,552 3,971 (5,397) 88,821 Earnings per share, basic (USD cents) 152 155 Net income (ZAR'000) 632,050 25,902 28,951 (38,484) 648,419 Earnings per share, basic (ZAR cents) 1,106 1,134 (1) Amortization of Prism and EasyPay Intangibles, net of deferred tax benefit: $ '000 ZAR '000 Customer relationships 1,443 10,520 Trademarks 372 2,715 Software and unpatented technology 3,644 26,569 Deferred tax benefit (1,907) (13,902) 3,552 25,902 (2) Includes stock-based compensation charges related to options and non- vested stock awards granted under the Amended and Restated Net 1 UEPS Technologies, Inc. 2004 Stock Incentive Plan and stock options granted to employees of Prism. (3) Represents the effect of the change in the fully distributed tax rate from 36.89% to 35.45%. Year ended June 30, 2007 Year ended Jun 30, Costs Amorti- associated zation of with Prism and acqui- EasyPay Stock- sition 2007 2007 intangible based not Funda- GAAP assets(1) charge(2) pursued(3) mental Net income (USD'000) 63,679 3,440 1,060 1,629 69,808 Earnings per share, basic (USD cents) 112 123 Net income (ZAR'000) 459,126 24,801 7,643 11,745 503,315 Earnings per share, basic (ZAR cents) 806 884 (1) Amortization of Prism and EasyPay Intangibles, net of deferred tax benefit: $ '000 ZAR '000 Customer relationships 1,393 10,040 Software and unpatented technology 368 2,651 Trademarks 3,648 26,303 Deferred tax benefit (1,969) (14,193) 3,440 24,801 (2) Includes stock-based compensation charge related to options granted to employees of Prism and under the Amended and Restated Net 1 UEPS Technologies, Inc. 2004 Stock Incentive Plan. (3) Represents expenses associated with a potential acquisition that Net1 ultimately decided not to pursue during the three months ended December 31, 2006. Net 1 UEPS Technologies, Inc. Attachment C FREQUENTLY ASKED QUESTIONS 1. What is the status of the SASSA tender and on what basis did Net1 submit a proposal? On June 30, 2008 we received a further notice to bidders from SASSA advising bidders that the tender evaluation process had still not been completed. Bidders were advised that the Evaluation Committee appointed to evaluate the bid proposals had submitted its recommendations to an Adjudication Committee for consideration, and that the Adjudication Committee is currently in the process of reviewing the recommendations of the Evaluation Committee in order to provide a recommendation to the Chief Executive Officer of SASSA on the preferred bidder(s) for each province. As a result, SASSA requested tenderers to extend the validity period of their tender responses by a further three months to September 30, 2008. We have responded in writing stating that the Company is prepared to extend the validity period of its bid proposal to September 30, 2008 but that the Company will seek legal guidance from the South African High Court to ensure the timely and orderly conclusion of the tender evaluation process. 2. How will the tenders be adjudicated? The tenders will be adjudicated by a committee appointed by SASSA. The submissions will be evaluated in terms of the following 100-point scoring system: -- Technological solution: 60 points -- Financial proposal: 30 points -- Black economic empowerment procurement objectives: 10 points 3. How will the pricing for any future contracts with SASSA change from the current base? Our pricing proposals are obviously confidential during this stage of the tendering process and we can not reveal any details of what we have proposed. Should we be successful with some or all of our proposals, the final pricing will depend on the options selected by SASSA and the service level agreement negotiations. As soon as we have finality on these prices upon completion of the tender process, we will provide a detailed update on the financial implications for Net1. 4. Can any interested party, such as an investor or analyst, talk to SASSA about the tenders and the process? Please refrain from contacting SASSA during the tender process as the tender evaluation process is conducted in a secure and confidential manner. 5. How do you forecast growth in beneficiary numbers? There are no official beneficiary growth forecasts. We forecast beneficiary numbers using the budgeted expenditure on social welfare grants provided in the South African government's budget, taking into account that the amount budgeted for is a function of beneficiary numbers, as well as the average amount paid to each beneficiary class. Based on past experience and an analysis of the information at hand, we anticipate beneficiary growth of approximately 6% per annum. The growth in beneficiary numbers is fairly "lumpy" and is influenced by factors such as the government's marketing and registration programs and the time taken by SASSA to process new grant applications. 6. What is the status of the wage payment system implementation with Grindrod Bank and how will Net1 derive income from the relationship with Grindrod Bank? We officially launched the wage payment system in the KwaZulu-Natal province on May 12, 2008 and we have successfully implemented several systems with smaller employers in the area, mainly in the agricultural sector. We are currently negotiating agreements with larger employers and with established agents who will act as originators of bank accounts in the communities and industries where they have established relationships. We have concluded agreements with the relevant financial services providers to ensure that we offer our customer base a complete suite of financial solutions. 7. What is the size of the market opportunity for the wage payment system and how successful will Net1 and Grindrod Bank be in penetrating this market? What goals have been set and when will the first customers be signed up? The target markets for the wage payment system are the un-banked and under-banked wage earners in South Africa, estimated at five million people. These wage earners are typically paid in cash on a weekly, bi-weekly or monthly basis and have all the risks associated with cash payments, but none of the benefits associated with having a formal bank account. Net1 and Grindrod Bank plan to offer these wage earners a UEPS smart card that will allow the card holder to receive payment, transact and access other financial services in a secure, cost-effective way. We market the wage payment system to medium and large employers and to trade unions. The value proposition presented to employers focuses on the following key features: -- Safety - Security risks associated with cash transportation and short- payment disputes are eliminated; -- Cost-effectiveness - Our wage payment solution is significantly cheaper than the current cost to employers of preparing and distributing cash pay packets; -- Improved productivity - Our solution obviates the need to set aside valuable production time to physically pay employees; and -- Convenience - With our system, wages can be distributed off-line at any time, and financial products, such as cash advances, can be offered to the employee without placing any administrative burden on the employer. Our value proposition to unions and employees has the following key elements: -- Safety - The personal safety risk of carrying cash is eliminated; -- Security - Our smart cards can only be used in conjunction with biometric verification and are completely loss tolerant - no money is lost if the card is lost or stolen; -- Convenience - Our cards can be used at any participating retailer or service provider at any time. Card holders can obtain cash from any participating retailer, eliminating the need to search for an available ATM; -- Cost effectiveness - Our solution is significantly cheaper than any other bank product, as we recover our fees mainly from employers, merchants and service providers; and -- Access to credible and affordable facilities, such as money transfers, loans, interest paying savings, life insurance and third party payments. 8. Can you provide an update on the Ghana contract? During fiscal 2008 we generated revenue of approximately $14.2 million under the Ghana contract. Initially we expected to generate 2008 revenues under the contract of approximately $19.0 million, excluding travel related expenditures. However, we allowed the client to procure approximately $1.6 million of low margin hardware for its data room from local Ghanaian suppliers and we agreed that the bank will not be required to reimburse us for any loss of margin. We believe that this concession will improve the already strong working relationship we have with the client. In addition, at present we believe that the client will not require us to deliver items with a value of $0.6 million as they no longer require them. As a result, under the contract, we are still required to deliver software and hardware with a value of approximately $2.6 million, which we expect to deliver during the first quarter of fiscal 2009. As of June 30, 2008, we had received additional hardware orders from the bank to the value of approximately $9.9 million of which we have recognized revenue of approximately $1.6 million during fiscal 2008. We expect to deliver the remaining additional hardware order during the first two quarters of fiscal 2009. 9. What is the status of the UEPS deployment in Iraq? The first UEPS transaction was performed in August 2008, in Baghdad, Iraq, during the official launch of the UEPS smart card technology with the two state banks that are part of the consortium to which we are providing a customized UEPS banking and payment system. Our first project in Iraq is a pilot involving 100,000 beneficiaries. The pilot calls for implementation of our UEPS technology across selected bank branches and will enable the distribution and payment of government grants to war victims and martyrdom beneficiaries, as well as salary and wage distribution and payment to employees of the two banks. We expect to generate revenue in the first quarter of fiscal 2009. Under the agreement, we will receive ongoing transaction and license fees, as well as payments for the provision of outsourcing services and the sale of hardware. 10. What territories are currently being targeted and how long is the sales cycle? We target any developing economy where the advantages of our payment system are obvious and in demand. The sales cycle in any new territory, although very difficult to predict, generally spans several months (in some cases, years) as a myriad of factors need to be considered, such as the corporate regulatory environment, central bank requirements, tax regimes, compilation of business plans, etc. Our strategic goal is to enter and introduce our UEPS technology in at least four new territories, of any size, during a twelve month period. 11. What is VTU and how does the revenue model work? VTU, or Virtual Top Up, facilitates mobile phone-based pre-paid airtime vending. The VTU technology enables prepaid cell users to purchase additional airtime simply, securely and conveniently through the distribution of airtime value from a vendor's cellular handset to that of the customer, as opposed to through the use of a voucher. We derive revenue from the sale of VTU licenses to mobile operators and we have recently established VTU businesses in Colombia and Vietnam, where we are minority shareholders in companies that provide a VTU service to prepaid cell phone users. These businesses generate revenue by charging a percentage of the value of the airtime distributed through VTU. Our business in Colombia has demonstrated the following growth since January 2008: Jan-08 Feb-08 Mar-08 Apr-08 May-08 Jun-08 Revenues (COP '000) 118,073 153,191 273,177 456,162 561,689 719,641 Percentage growth (month on month) 30% 78% 67% 23% 28% Number of transactions 22,999 29,937 43,992 67,973 83,646 105,983 Percentage growth (month on month) 30% 47% 55% 23% 27% The average exchange rate during the six months ended June 30, 2008 was US$ 1: COP 1,862. 12. What are your new patents for mobile payments all about? Our latest patents incorporate our UEPS and SIM card expertise into a system that will seamlessly bridge mobile phones to existing payment infrastructures such as ATMs, POS devices, the Internet and voice channels. The application of these patents will allow any mobile phone user to effect payments that are generally referred to as "card not present" payments completely securely, through the utilization of a once off, disposable, virtual credit or debit card. 13. What is the "pre-funded social welfare grant receivable" line item on the balance sheet? We have a unique cash flow cycle due to our obligations to pre-fund the payments of social welfare grants in the KwaZulu-Natal and Eastern Cape provinces. We provide the funds required for the grant payments on behalf of these provincial governments from our own cash resources and are reimbursed within two weeks by the KwaZulu-Natal and Eastern Cape governments, thus exposing ourselves to these provinces' credit risk. In addition, through our merchant acquiring system, we may also pre-fund social welfare grants in the provinces where we operate. These obligations result in a peak funding requirement, on a monthly basis, of approximately $48.9 million (ZAR 340 million) for each of the KwaZulu-Natal and Eastern Cape contracts. The funding requirements are at peak levels for the first three weeks of every month during the year. The pre-funded social welfare grant receivable line also includes funding provided to certain merchants participating in our merchant acquiring system. This funding is provided in order to provide liquidity during the peak payment periods of the month (usually the first week of the pay cycle) because the payment of social welfare grants on our behalf places a burden on the merchant's cash resources. In cases where the merchant is not provided pre- funding during the payment cycle it is reimbursed within 48 hours of the payment of the social welfare grant on our behalf. The amount paid as social welfare grants by the merchants on our behalf are available almost immediately from the provincial governments in the Limpopo, North West and Northern Cape provinces and within two weeks from the KwaZulu-Natal and Eastern Cape provincial governments because we pre-fund these two provinces. The actual quantum of Net1's cash reserves should be evaluated by regarding this highly liquid, very short-term receivable as a near-cash equivalent. 14. How are you growing the management team? During the last year, we made significant progress in strengthening the Net1 management team. Also, our recent acquisition of BGS provides us with two executives with long experience in the smart card industry and additional IT professionals to strengthen the Net1 research and development environment. We have appointed three senior managers to assist Brenda Stewart, our senior vice-president of marketing and sales with project management, marketing and implementation activities on a global basis. We have also appointed a senior manager to oversee the established activities of our international and SmartSwitch operations and we have created an investment forum to consider all aspects of prospective investments in new territories. Our finance, administration, human resources, compliance and treasury functions are growing continuously to provide a high level of support to the group. Our vice president - investor relations recently resigned but we are actively seeking a replacement to address shareholder queries and improve our investor relations function. Finally, we have restructured and strengthened our operations teams to ensure ongoing effective management of our South African social welfare and wage payment activities. We are committed to growing the Net1 management team to ensure that we are able to capitalize on the myriad of opportunities we are presented with on an ongoing basis. 15. You are highly cash generative and show a strong cash balance on your balance sheet, why do you not return some of this money to shareholders? We have not paid any dividends on our shares of common stock during our last two fiscal years and presently intend to retain future earnings to finance the expansion of the business. We do not anticipate paying any cash dividends in the foreseeable future. The future dividend policy will depend on our earnings, capital requirements, expansion plans, financial condition and other relevant factors. The future dividend policy of our main operating subsidiary, Net1 Applied Technologies South Africa Limited, also has to comply with the restrictions placed by the South African Reserve Bank as a condition of its approval of the 2004 Aplitec transaction. These restrictions will apply until such time as all of our special convertible preferred stock has been converted into common stock. These restrictions are described in our SEC filings. 16. What effect will the proposed abolishment of Secondary Taxation on Companies in South Africa have on Net1? On February 21, 2007, the South African Minister of Finance announced in his National Budget speech that the National Government intends to phase out Secondary Taxation on Companies, or STC, and introduce a dividend tax at a shareholder level. Currently, South African companies are required to pay STC at a rate of 10.00% on dividends distributed, subject to certain exemptions. If a dividend tax is introduced South African companies will no longer be liable to pay STC and the shareholder will be liable to pay the dividend tax. Treaty relief would be available for foreign shareholders. The reform is being implemented in two phases. The first phase entailed a reduction of the STC rate, effective October 1, 2007, to 10.00% and the second phase, now expected in calendar 2010 will result in a total conversion to a dividend tax. It is likely that South African companies will be required to withhold the dividend tax on all dividends paid. On January 8, 2008, the Revenue Laws Second Amendment Act (Act 36 of 2007), or the Revenue Laws Act, was promulgated. The Revenue Laws Act included the enabling legislation to reduce the rate of STC from 12.50% to 10.00%, effective October 1, 2007. As a result our fully distributed tax rate was reduced to 35.45% from 36.89% during fiscal 2008. We can not reasonably determine whether the second phase will be enacted as proposed and we will comply with that new tax legislation once it has been enacted. If the announcements made by the South African Minister of Finance in his National Budget speeches regarding the second phase are enacted, under current enacted tax legislation, we expect the proposed replacement of STC with a dividend tax to reduce our current fully distributed rate of 35.45% to 29%. Under US GAAP, we apply the fully distributed tax rate of 35.45% to our deferred taxation assets and liabilities. We have not yet determined whether we would qualify for the treaty relief available to foreign shareholders. Included in our earnings for the fiscal 2008, is deferred income tax expense of approximately $4.3 million (ZAR 31.1 million) related to the application of the fully distributed rate of 35.45% compared with the South African statutory rate of 29% to our Income before income taxes. The following table illustrates the effect on our June 30, 2008, income tax expense, earnings per share and net deferred tax liability as if the second phase described above had been enacted on July 1, 2007: Year ended June 30, 2008 Actual Illustrative $ '000 effect(1) except $ '000 percent except and percent earnings and per earnings share per share Fully distributed tax rate 35.45% 29.00% Income tax expense before change in fully distributed tax rate $44,589 $34,932 Reduction in income tax expense resulting from change in fully distributed rate during fiscal 2008 (5,397) - Income tax expense $39,192 $34,932 Net deferred tax liability reversal to net income (2) - $27,857 Basic earnings per share, in $ 1.52 1.69 Net deferred tax liability as at June 30, 2008 $27,877 $20 (1) Illustrates the abolishment of STC had this been enacted on July 1, 2007. Accordingly, the fully distributed rate decreases from 36.89% (effective as at July 1, 2007) to 29%. All South African deferred tax assets and liabilities would then be measured at 29% which would result in a reversal of a portion of the net deferred tax liabilities recognized. (2) The net deferred tax liability reversal to net income represents the portion of the net deferred tax liability rate adjustment as of June 30, 2008 translated at rates applicable as of June 30, 2008 assuming the fully distributed tax rate is 29%. As discussed above, we can not reasonably determine whether, or when, the phase two amendments will be enacted as proposed and what the ultimate effect on our reported earnings will be. 17. What effect will the change in the statutory rate of taxation for South African domiciled companies from 29% to 28% have on your fully distributed tax rate? In February 2008, the South African Finance Minister announced a reduction in the corporate rate of taxation for South African companies from 29% to 28%. We only recognize changes in taxation legislation applicable in South Africa in our reported results once it has been promulgated in South Africa. The change in the corporate rate of taxation for South African companies had not been promulgated as of June 30, 2008. The change in the corporate rate of taxation for South African companies was enacted on July 22, 2008, and we will reflect the change in our fully distributed rate during the first quarter of fiscal 2009. Our fully distributed rate will decrease from 35.45% to 34.55% as a result of the enactment. If STC is abolished, the effective tax rate for our South African domiciled subsidiaries will be 28%. DATASOURCE: Net 1 UEPS Technologies, Inc. CONTACT: William Espley, Net1 Investor Relations, +1-604-484-8750, Toll Free +1-866-412-NET1 (6381) Web site: http://www.net1ueps.com/

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