FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
NET 1 UEPS TECHNOLOGIES INC [ UEPS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/08/2005 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 08/08/2005 | M | 133,334 | A | $0 | 133,334 | D | |||
Common Stock | 08/08/2005 | M | 16,666 | A | $3 | 150,000 | D | |||
Common Stock | 08/08/2005 | S | 150,000 | D | $22 | 0 | D | |||
Common Stock | 08/08/2005 | S | 216,333 | D | $22 | 800,799 | I | By the CI Law Trustees Limited(1) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $0 | 08/08/2005 | M | 133,334 | (2) | 06/07/2014 | Common Stock | 133,334 | $0 | 200,000 | D | ||||
Employee Stock Option (right to buy) | $3 | 08/08/2005 | M | 16,666 | (3) | 06/07/2015 | Common Stock | 16,666 | $0 | 66,668 | D | ||||
Special Convertible Preferred Stock | $0 | 08/08/2005 | S | 386,456 | 06/07/2004 | (5) | Common Stock | 386,456 | (6) | 1,545,823 | I | By the Aplitec Holdings Participation Trust(4) |
Explanation of Responses: |
1. The shares of common stock are held by the CI Law Trustees Limited for the San Roque Trust dated 8/18/92. Dr. Belamant as proxy of CI Law Trustees can vote all of CI Law Trustees' shares. |
2. The options were exercisable in five equal annual installments beginning on June 7, 2004. |
3. The options were exercisable in five equal annual installments beginning on June 7, 2005. |
4. The shares of Special Convertible Preferred Stock are held by The Aplitec Holdings Participation Trust for the benefit of Dr. Belamant and are convertible, on a one-for-one basis, into shares of common stock of Net 1 UEPS Technologies, Inc. at the discretion of Dr. Belamant. |
5. The preferred stock is convertible into shares of Net 1 common stock upon the occurrence of a trigger event, which is defined as any one of the following: (1) notification by the shareholder of the intention to convert some or all of such holder's preferred stock; (2) the abolition or relaxation of South African exchange control regulations such that South African residents would be permitted to directly hold shares of non-South African companies; or (3) Net 1's liquidation, insolvency or other winding up. |
6. No consideration is required to be paid by Mr. Belamant upon conversion of the preferred stock into shares of Net 1 common stock. |
/s/ Serge C.P. Belamant | 08/10/2005 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |