EX-99.1 3 exhibit99-1.htm PRESS RELEASE, DATED NOVEMBER 5, 2009 Filed by sedaredgar.com - Net 1 UEPS Technologies, Inc. - Exhibit 99.1

Exhibit 99.1

Net 1 UEPS Technologies, Inc. Announces 2010 First Quarter Results

JOHANNESBURG, November 5, 2009 – Net 1 UEPS Technologies, Inc. (“Net1” or the “Company”) (Nasdaq: UEPS; JSE: NT1) today announced results for the three months ended September 30, 2009. Revenue during 1Q 2010 was $65.5 million, a year over year decline of 4% in US dollars (“USD”) and 3% in constant currency. Earnings per share under US generally accepted accounting principles (“GAAP”) in 1Q 2010 was $0.37 versus $0.45 a year ago, a decline of 18% in USD and 18% in constant currency. Fundamental earnings per share for 1Q 2010 was $0.45 compared to $0.39 in the 1Q 2009, representing an increase of 15% in USD and 15% in constant currency.

Summary Financial Metrics

  Three months ended September 30,
      % change % change
  2009 2008 (2) in USD in ZAR
(All figures in USD ‘000s except per share data)        
Revenue 65,514 67,935 (4)% (3)%
GAAP net income 17,941 26,244 (32)% (32)%
Fundamental net income (1) 21,804 22,696 (4)% (4)%
GAAP earnings per share ($) 37 45 (18)% (18)%
Fundamental earnings per share ($) (1) 45 39 15% 15%
Fully diluted shares outstanding (‘000’s) 48,918 58,362 (16)%  
Average period USD/ ZAR exchange rate 7.82 7.80 -%  

(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, and stock-based compensation charges. In addition, the calculation of fundamental net income and earnings per share for 1Q 2009 also excludes the effects of the change in the Company’s fully distributed tax rate from 35.45% to 34.55%, JSE listing costs, a bank facility fee and a foreign exchange gain, net of tax, related to a short-term investment.

(2) Basic and fundamental earnings per shares for 1Q 2009, have been retrospectively adjusted, as required by FSP EITF 03-6-1 (Topic 260), to include participating securities in the weighted average number of outstanding shares of common stock.

The following factors had significant impact on the comparability of our 2010 first quarter results to last year:

  • Inflation-adjusted fixed fees on pension distribution: 1Q 2010 results was favorably impacted by the inflation-adjusted fixed fee effective from April 2009 for the distribution of a minimum number of social welfare grants;
  • Increased transaction volumes at EasyPay: 1Q 2010 results were favorably impacted by increased transaction volumes at EasyPay resulting from growth in value added services;
  • Tax comparison: 1Q 2009 results were favorably impacted by a reduction in the Company’s fully-distributed tax rate, which became effective in 1Q 2009.
  • Intangible asset amortization related to acquisitions: 1Q 2010 and 1Q 2009, respectively, includes $2.9 million and $0.9 million intangible asset amortization related to acquisitions;
  • Non-recurring items: In 1Q 2009, hardware and software revenue included one-time contributions of $6.2 million from Ghana and Nedbank, while GAAP EPS was positively influenced by a $4.0 million foreign exchange gain, all of which had no impact in 1Q 2010.

Comments and Outlook

“Our results, particularly within core transaction-based activities, demonstrate the strength of our business model and the power of our technology, allowing us to take advantage of opportunities created by economic challenges globally,” said Dr. Serge Belamant, Chairman and Chief Executive Officer of Net1. “While we did face difficult year-over-year comparisons in our hardware, software and related technology sales segment, we continue to grow both revenue and profitability in transaction-based activities. We remain an integral distributor of welfare grants for the South African government, and we continue to make


Exhibit 99.1

progress on business development activities that should allow us to export our technology to more countries around the globe. We remain committed to delivering sustainable growth for all of our stake holders,” he concluded.

“We reiterate our guidance of at least 20% constant currency fundamental earnings per share growth for fiscal year 2010,” said Herman Kotze, Chief Financial Officer of Net1. “Our growth during 1Q 2010 was driven by our core pension and welfare business, further penetration of our merchant acquiring platform and increased contribution of value-added services at EasyPay as well as contributions from our activities in Iraq,” he concluded.

Results of operations

Net1’s frequently asked questions and operating metrics will be posted on the Company’s website (www.net1.com).

Transaction-based activities

Transaction-based activities revenue was $45 million, up 11% from 1Q 2009 in USD and 12% higher on a constant currency basis. Revenue and operating income increased as a result of the standard pricing formula agreed with SASSA, which resulted in a higher average revenue per grant, increased transactions processed through EasyPay and the opening of the October 2009 payfile in the last three days of September 2009, compared to the last two days of September 2008. Operating margin increased to 59% from 54% during 1Q 2010 primarily as a result of the early opening of the October 2009 pay file, higher average revenue per grant paid due to the standard pricing formula for all provinces and improved margins at EasyPay. Excluding amortization of intangibles for EasyPay and RMT, segment operating margin was 61% in 1Q 2010.

Smart card accounts

Smart card account revenue of $8.1 million declined 6% year-over-year both in USD and on a constant currency basis. Operating margin for the segment remained consistent at 45%.

Financial services

Financial services revenue of $0.8 million, was down 56% from 1Q 2009 in both USD and constant currency, principally due to the divestiture of the Company’s traditional microlending business in 3Q 2009. Operating margin for the segment however, improved significantly to 67% from 18% in 1Q 2009 as a result of the sale of this low-margin business, and higher profitability in our underlying UEPS-based lending activities.

Hardware, software and related technology sales

Revenue of $11.7 million decreased 32% year-over-year both in USD and in constant currency. The decrease was due primarily to cyclical pressure on certain commodity hardware products we sell, non-recurring revenues from Ghana and Nedbank during 1Q 2009 and lower revenues from BGS. During 1Q 2009, Ghana and Nedbank had one-time contributions of $6.2 million to segment revenue. Operating margin for the segment was (15)% in 1Q 2010 compared to 24% in the quarter last year, due to non-recurring Ghana and Iraq sales in the prior year and high intangible asset amortization related to the BGS acquisition. Excluding amortization of all intangibles, segment operating margin was 7%.


Exhibit 99.1

Cash flow and liquidity

At September 30, 2009, the Company had cash and equivalents of $139 million, down from $221 million at June 30, 2009. For 1Q 2010, the Company generated operating cash flow of $37.0 million compared to cash used in operating activities of $33.0 million in 1Q 2009. Capital expenditures for 1Q 2010 were $0.6 million.

Repurchase of Brait Shares

In July 2009, the Company repurchased all Company shares held by Brait S.A. and its investment affiliates for an aggregate repurchase price, including transaction costs, of $125 million. The buyback of Brait’s 9,221,526 shares represented 16.9% of the Company’s then outstanding shares.

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

Under GAAP, the Company is required to fair value all intangible assets on the date of the 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 share for the three months September 30, 2009 and 2008, include amortization of intangibles and stock-based compensation, as well as, in 2008, JSE listing costs, a bank facility fee and a foreign exchange gain, net of tax, related to a short-term investment. Finally, the effect of the change in the fully distributed tax rate from 35.45% to 34.55% in July 2008 was included in net income and earnings per share for the three months ended September 30, 2008. The Company excludes all of the above-mentioned amounts when calculating fundamental net income and earnings per share, 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 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 loss (profit) on sale of property, plant and equipment, net of related tax effects. Attachment C presents the reconciliation between our net income used to calculate earnings per share basic and diluted and HEPS basic and diluted.

Conference Call

Net1 will host a conference call to review first quarter results on November 6, 2009, at 8:00 a.m. Eastern Time. To participate in the call, dial 1-800-860-2442 (US only), 1-866-605-3852 (Canada only), 0-800-917-7042 (UK 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, www.net1.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 November 27, 2009.


Exhibit 99.1

About Net1 (www.net1.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. Our market-leading system enables 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. Our universal electronic payment system, or UEPS, uses 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 the Net1 system can enter into transactions at any time with other card holders even in the most remote areas so long as a portable offline smart card reader is available. In addition to payments and purchases, UEPS can be used for banking, healthcare 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, energy and utilities market sectors. Additionally, through our majority-owned subsidiary, BGS Smartcard System AG (“BGS”) based in Austria, the Company implements, develops and integrates smart card-based offline and online financial transaction systems in cooperation with banks, enterprises and government authorities in Russia and the other members of the Commonwealth of Independent States.

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

Forward-Looking Statements

This announcement contains forward-looking statements that involve known and unknown risks and uncertainties. A discussion of various factors that cause 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.

Investor Relations Contact:
Dhruv Chopra
Vice President of Investor Relations
Phone: +1-212-626-6675
Email: dchopra@net1.com


Exhibit 99.1

NET 1 UEPS TECHNOLOGIES, INC.
Unaudited Condensed Consolidated Statements of Operations

    Three months ended  
    September 30,  
    2009     2008  
    (In thousands, except per share data)   
           
REVENUE $  65,514    $ 67,935  
             
EXPENSE            
             
     Cost of goods sold, IT processing, servicing and            
     support   16,827     19,236  
             
     Selling, general and administration   17,740     17,998  
             
     Depreciation and amortization   4,579     3,423  
             
OPERATING INCOME   26,368     27,278  
             
UNREALIZED FOREIGN EXCHANGE GAIN            
RELATED TO SHORT-TERM INVESTMENT   -     6,076  
             
INTEREST INCOME, net   2,371     3,162  
             
INCOME BEFORE INCOME TAXES   28,739     36,516  
             
INCOME TAX EXPENSE   11,031     9,902  
             
NET INCOME FROM CONTINUING OPERATIONS            
BEFORE LOSS FROM EQUITY-ACCOUNTED            
INVESTMENTS   17,708     26,614  
             
LOSS FROM EQUITY-ACCOUNTED            
INVESTMENTS   (111 )   (310 )
             
NET INCOME   17,597     26,304  
             
(ADD) LESS: NET (LOSS) INCOME            
ATTRIBUTABLE TO NON-CONTROLLING            
INTEREST   (344 )   60  
             
NET INCOME ATTRIBUTABLE TO NET1 $  17,941    $ 26,244  
             
Net income per share, in cents            
     Basic earnings attributable to Net1 shareholders   36.8     45.2  
     Diluted earnings attributable to Net1 shareholders   36.7     45.0  


Exhibit 99.1

NET 1 UEPS TECHNOLOGIES, INC.
Condensed Consolidated Balance Sheets

    Unaudited     (A)  
    September 30,     June 30,  
    2009     2009  
    (In thousands, except share data)  
ASSETS            
CURRENT ASSETS            
               Cash and cash equivalents $  139,312   $  220,786  
               Pre-funded social welfare grants receivable   3,624     4,930  
               Accounts receivable, net of allowances of – September: $355; June: $395   43,766     42,475  
               Finance loans receivable, net of allowances of – September: $243; June: $226   2,588     2,563  
               Deferred expenditure on smart cards   40     8  
               Inventory   6,617     7,250  
               Deferred income taxes   13,597     12,282  
                   Total current assets   209,544     290,294  
OTHER LONG-TERM ASSETS, including available for sale securities   7,567     7,147  
PROPERTY, PLANT AND EQUIPMENT, NET OF ACCUMULATED            
DEPRECIATION OF – September: $30,637; June: $28,169   7,342     7,376  
EQUITY-ACCOUNTED INVESTMENTS   2,471     2,583  
GOODWILL   121,935     116,197  
INTANGIBLE ASSETS, NET OF ACCUMULATED AMORTIZATION OF –            
September: $36,350; June: $31,150   75,447     75,890  
TOTAL ASSETS   424,306     499,487  
LIABILITIES            
CURRENT LIABILITIES            
               Accounts payable   4,230     5,481  
               Other payables   68,563     61,454  
               Income taxes payable   17,799     10,874  

                   Total current liabilities

  90,592     77,809  
DEFERRED INCOME TAXES   45,543     41,737  
OTHER LONG-TERM LIABILITIES, including noncontrolling interest loans   4,125     4,185  
COMMITMENTS AND CONTINGENCIES   -     -  
TOTAL LIABILITIES   140,260     123,731  
EQUITY            
               NET1 EQUITY:            
                       COMMON STOCK            
                                   Authorized: 200,000,000 with $0.001 par value;            
                                   Issued and outstanding shares, net of treasury - September: 45,378,397;            
                                   June: 54,506,487   59     59  
                       ADDITIONAL PAID-IN-CAPITAL   129,056     126,914  
                       TREASURY SHARES, AT COST: September: 13,149,042; June: 3,927,516   (173,671 )   (48,637 )
                       ACCUMULATED OTHER COMPREHENSIVE LOSS   (44,985 )   (58,472 )
                       RETAINED EARNINGS   371,294     353,353  
                                   TOTAL NET1 EQUITY   281,753     373,217  
               NON-CONTROLLING INTEREST   2,293     2,539  
TOTAL EQUITY   284,046     375,756  
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $  424,306   $  499,487  
               (A) – Derived from audited financial statements            


Exhibit 99.1

NET 1 UEPS TECHNOLOGIES, INC.
Unaudited Condensed Consolidated Statements of Cash Flows

    Three months ended  
    September 30,  
    2009     2008  
    (In thousands)  
             
Cash flows from operating activities            
Net income $  17,597   $  26,304  
Depreciation and amortization   4,579     3,423  
Loss from equity-accounted investments   111     310  
Fair value adjustments   (142 )   (6,048 )
Interest payable   78     639  
(Profit) Loss on disposal of property, plant and equipment   (1 )   1  
Stock-based compensation charge   1,422     1,205  
Facility fee amortized   -     748  
Decrease (Increase) in accounts receivable, pre-funded            
social welfare grants receivable and finance loans receivable   5,529     (46,141 )
Increase in deferred expenditure on smart cards   (30 )   (23 )
Decrease (Increase) in inventory   1,015     (217 )
Increase (Decrease) in accounts payable and other payables   25     (14,415 )
Increase in taxes payable   6,211     3,409  
Increase (Decrease) in deferred taxes   575     (2,170 )

     Net cash provided by (used in) operating activities

  36,969     (32,975 )
             
Cash flows from investing activities            
Capital expenditures   (641 )   (2,844 )
Proceeds from disposal of property, plant and equipment   49     1  
Acquisition of BGS, net of cash acquired   -     (95,328 )
Acquisition of shares in equity-accounted investments   -     (550 )

     Net cash used in investing activities

  (592 )   (98,721 )
             
Cash flows from financing activities            
Proceeds from issue of share capital, net of share issue            
expenses   720     155  
Treasury stock acquired   (126,304 )   -  
Proceeds from short-term loan facility   -     110,000  
Payment of facility fee   -     (1,100 )
Repayment of noncontrolling interest loan   -     2  
Proceeds from bank overdrafts   -     (1 )
Repayment of loans   (137 )   -  
     Net cash provided by financing activities   (125,721 )   109,056  
             
Effect of exchange rate changes on cash   7,870     (3,911 )
             
Net decrease in cash and cash equivalents   (81,474 )   (26,551 )
             
Cash and cash equivalents – beginning of period   220,786     272,475  
             
Cash and cash equivalents – end of period $  139,312   $  245,924  


Exhibit 99.1

Net 1 UEPS Technologies, Inc.

Attachment A

Operating segment revenue, operating income and operating margin:

Three months ended September 30, 2009 and 2008

    Q1 ‘10     Q1 ‘09     Change  

Key segmental data, in $ ’000, except

                  In Constant  
margins   USD     USD     In USD   Currency(1)  
   Revenue:                      
         Transaction-based activities   44,978     40,344     11%   12%  
         Smart card accounts   8,074     8,570     (6 )%   (6 )%  
         Financial services   792     1,784     (56 )%   (56 )%  
         Hardware, software and related                      
         technology sales   11,670     17,237     (32 )%   (32 )%  
             Total consolidated revenue   65,514     67,935     (4 )%   (3 )%  
                       
   Consolidated operating income (loss):                      
         Transaction-based activities   26,668     21,638     23%   23%  
         Smart card accounts   3,670     3,895     (6 )%   (6 )%  
         Financial services   531     327     62%   63%  
         Hardware, software and related                      
         technology sales   (1,713 )   4,134     (141 )%   (141 )%  
         Corporate/ Eliminations   (2,788 )   (2,716 )   3%   3%  

             Total operating income

  26,368     27,278     (3 )%   (3 )%  
                       

Operating income margin (%)

                     
         Transaction-based activities   59%     54%            
         Smart card accounts   45%     45%            
         Financial services   67%     18%            
         Hardware, software and related                      
         technology sales   (15)%     24%            
         Overall operating margin   40%     40%            

(1) – This information shows what the change in these items would have been if the USD/ ZAR exchange rate that prevailed during the first quarter of fiscal 2010 also prevailed during the first quarter of fiscal 2009.


Exhibit 99.1

Net 1 UEPS Technologies, Inc.

Attachment B

Reconciliation of GAAP net income to fundamental net income:

Three months ended September 30, 2009 and 2008

    Net Income     EPS, basic     Net income     EPS, basic  
    (USD’000)   (USD cents)     (ZAR’000)   (ZAR cents)  
    2009     2008     2009     2008     2009     2008     2009     2008  
                                                 
GAAP   17,941     26,244     37     45     140,214     204,822     287     353  
                                                 
Amortization of intangible                                                
assets(1)   2,441     1,490                 19,073     11,631              
           Customer relationships   3,237     1,203                 25,299     9,389              
           Software and unpatented                                                
           Technology   -     851                 -     6,642              
           Trademarks   87     87                 679     679              
           Deferred tax benefit   (883 )   (651 )               (6,905 )   (5,079 )            
Stock-based charge   1,422     1,205                 11,113     9,404              
JSE listing costs   -     441                 -     3,442              
Facility fee   -     748                 -     5,838              
Foreign exchange gain related                                                
to a short-term investment, net                                                
of tax of $2,100   -     (3,976 )               -     (31,940 )            
Change in tax rate (2)   -     (3,456 )               -     (26,524 )            
                                                 

Fundamental

  21,804     22,696     45     39     170,400     176,673     349     304  

(1) Amortization of Prism, EasyPay, RMT and BGS intangibles, net of deferred tax benefit.
(2) Represents the effect of the change in the fully distributed tax rate from 35.45% to 34.55% in fiscal 2009.


Exhibit 99.1

Net 1 UEPS Technologies, Inc.

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 September 30, 2009 and 2008

    2009     2008  
Net income (USD’000)   17,941     26,244  
Adjustments:            
   (Profit) Loss on sale of property, plant and equipment (USD’000)   (1 )   1  
   Tax effects on above (USD’000)   -     -  
             
Net income used to calculate headline earnings (USD’000)   17,940     26,245  
             
Weighted average number of shares used to calculate net income per share            
basic earnings and headline earnings per share basic earnings (‘000)   48,815     58,031  
             
Weighted average number of shares used to calculate net income per share            
diluted earnings and headline earnings per share diluted earnings (‘000)   48,918     58,362  
             
Headline earnings per share:            
   Basic earnings – common stock and linked units, in US cents   37     45  
   Diluted earnings – common stock and linked units, in US cents   37     45