Risk factors

Nasdaq bid-price noncompliance and a possible reverse split put the listing and trading liquidity at risk.

Most outstanding shares are now described as registered and unrestricted, creating potential stock-price, fundraising, and employee-retention pressure from sales.

New SARB payment-system proposals could reshape Lesaka’s South African operations and increase compliance costs.

Two working interest owners provided all royalty payments in fiscal 2025, with one providing more than 99%.

Share repurchase authorization rose to 12.6 million shares; 1,539,817 shares remained available at July 31, 2025.

Tariffs on Chinese batteries and inverters are newly highlighted; inventory stockpiling is expected to defer higher-cost purchases for several months.

The filing adds that investors should not expect cash dividends for the foreseeable future.

Cash fell to approximately $1.6 million while accumulated deficit grew to approximately $149 million at June 30, 2025.

New tariff risk highlights overseas optical-component sourcing, higher costs, supply disruption, and possible retaliation affecting international sales.

Trade-policy tariffs are newly identified as a threat to local manufacturing and retail borrowers, loan quality, and growth.

FSMA 204 compliance was delayed 30 months, to July 20, 2028, potentially postponing customer spending on ReposiTrak’s compliance technology.

FDA and other agency disruptions are newly identified as threats to product development, approvals, and commercialization timelines.