UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
CURRENT REPORT
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b -2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
On March 31, 2022, Net 1 UEPS Technologies, Inc., a Florida corporation (the "Company"), issued a press release which provided an update on the status of its acquisition of the Connect Group and that closing of that transaction was now expected in April 2022. A copy of the press release is attached as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
| 99.1 | Press Release, dated March 31, 2022, issued by Net 1 UEPS Technologies, Inc. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NET 1 UEPS TECHNOLOGIES, INC. | ||
| Date: April 1, 2022 | By: | /s/ Naeem E. Kola |
| Name: | Naeem E. Kola | |
| Title: | Group Chief Financial Officer | |
Exhibit 99.1
Net1 Provides Connect Group Transaction Update - Closing Now Expected in April 2022
JOHANNESBURG, March 31, 2022 - Net 1 UEPS Technologies, Inc. (NasdaqGS: UEPS; JSE: NT1) ("Net1" or the "Company") today announced that further conditions to the transaction for the acquisition of 100% of the shares and claims in the Connect Group in South Africa have been fulfilled.
Recently Fulfilled Conditions to the Transaction
Further to the announcement released by Net1 on March 10, 2022, in respect of the acquisition of the Connect Group, Net1 confirms that the following conditions precedent to the transaction have been fulfilled:
Outstanding Condition
Net1's confirmation that the Facility Agreements have become unconditional in accordance with their terms, is the final outstanding condition precedent to the transaction. Net1 intends to issue such confirmation upon finalization of the South African exchange control authorizations for relevant selling shareholders of the Connect Group. Following that, the parties will move to close the transaction.
Net1 and the sellers of the Connect Group remain committed to closing the transaction, which is now expected to be in April 2022.
About the Connect Group
Founded in 2006, the Connect Group is a profitable, high-growth and leading provider of financial technology solutions to nearly 44,000 micro, small and medium enterprises ("MSMEs") in Southern Africa. The group includes established and highly respected brands such as Kazang, Cash Connect, Capital Connect and Kazang Connect. Visit www.connected.co.za for additional information about the Connect Group.
About Net1
Net1 is a leading financial technology company that utilizes its proprietary banking and payment technology to deliver on its mission of financial inclusion through the distribution of low-cost financial and value-added services to underserved consumers and merchants in Southern Africa. Net1 also provides transaction processing services, including being a payment processor and bill payment platform in South Africa. Net1 leverages its strategic investments to further expand its product offerings or to enter new markets.
Net1 has a primary listing on NASDAQ (NasdaqGS: UEPS) and a secondary listing on the Johannesburg Stock Exchange (JSE: NT1). Visit www.net1.com for additional information about Net1.
Forward-Looking Statements
This announcement contains forward-looking statements that involve known and unknown risks and uncertainties. A discussion of various factors that may cause 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. With respect to our proposed acquisition of the Connect Group, additional factors that could cause actual results to differ materially from those indicated or implied by the forward-looking statements include, among others: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the share purchase agreement relating to the proposed acquisition; (2) the ability to satisfy all conditions to completion of the proposed acquisition, including any conditions imposed by regulatory agencies (3) unexpected costs, charges or expenses resulting from the transaction; (4) the disruption of management's attention from our ongoing business operations due to the proposed acquisition; (5) changes in the financial condition of the markets that the Connect Group serves; (6) risks associated with the Connect Group's product and service offerings or its results of operation including reduced cash settlements through Connect Group's vault infrastructure or higher cash losses, lower than expected growth in Connect Group's value added services, lower than expected levels of loan advances or higher credit losses and slower than expected growth in card transactions; (7) the challenges, risks and costs involved with integrating the operations of Connect Group with ours; and (8) our ability to realize the anticipated benefits of the proposed acquisition. The Company undertakes no obligation to revise any of these statements to reflect future events.
Investor Relations Contact:
ICR
Email: net1IR@icrinc.com
Media Relations Contact:
Bridget von Holdt
Co-Market Leader | MD - BCW
Phone: +27-82-610-0650
Email: bridget.vonholdt@bcw-global.com
Document and Entity Information Document |
Apr. 01, 2022 |
|---|---|
| Document Information [Line Items] | |
| Document Type | 8-K |
| Document Creation Date | Apr. 01, 2022 |
| Document Period End Date | Apr. 01, 2022 |
| Amendment Flag | false |
| Entity Registrant Name | Net 1 UEPS Technologies, Inc. |
| Entity Address, Address Line One | President Place, 4th Floor, Cnr. |
| Entity Address, Address Line Two | Jan Smuts Avenue and Bolton Road |
| Entity Address, City or Town | Rosebank, Johannesburg |
| Entity Address, Country | ZA |
| Entity Address, Postal Zip Code | |
| Entity Incorporation, State Country Name | FL |
| City Area Code | 11 |
| Region code of country | 27 |
| Local Phone Number | 343-2000 |
| Entity File Number | 000-31203 |
| Entity Central Index Key | 0001041514 |
| Entity Emerging Growth Company | false |
| Entity Tax Identification Number | 98-0171860 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Shares |
| Trading Symbol | UEPS |
| Security Exchange Name | NASDAQ |