EX-99.1 2 exhibit99-1.htm PRESS RELEASE DATED MAY 8, 2008 Filed by Automated Filing Services Inc. (604) 609-0244 - Net 1 UEPS Technologies, Inc. - Exhibit 99.1

Exhibit 99.1

Net 1 UEPS Technologies, Inc. Announces Third Quarter 2008 Results

Johannesburg, South Africa (May 8, 2008) – Net 1 UEPS Technologies, Inc. (“Net1” or the “Company”) (NASDAQ: UEPS) today announced results for the three and nine months ended March 31, 2008.

Results

Three months ended March 31, 2008 and 2007



GAAP
Q3
2008(1)
GAAP
Q3
2007(2)
GAAP
Variance
%

Fundamental
Q3 2008 (3)

Fundamental
Q3 2007 (3)
Fundamental
Variance
%
Net income
(USD’000)

26,967

18,253

48%

23,012

19,323

19%
             
Earnings per
share, basic
(US cents)


47


32


47%


40


34


18%
             
Revenue
(USD’000)

63,066

61,275

3%

63,066

61,275

3%

(1) – GAAP Q3 2008 net income and earnings per share, basic, include the positive effect of the change in the fully distributed tax rate from 36.89% to 35.45% .

(2) - GAAP Q3 2007 net income, earnings per share, basic and revenue, include the positive effect of the non-recurring payment received from the South Africa Social Security Agency (“SASSA”).

(3) - 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 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. During the three months ended March 31, 2008, the USD was stronger against the ZAR than during the same period in the prior year. During the nine months ended March 31, 2008, the ZAR was stronger against the USD than during the same period in the prior year. 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
Q3
2008(1)
GAAP
Q3
2007(2)
GAAP
Variance
%

Fundamental
Q3 2008(3)

Fundamental
Q3 2007(3)
Fundamental
Variance
%
Net income
(ZAR’000)

199,874

131,586

52%

170,561

139,300

22%
             
Earnings per
share, basic
(ZAR cents)


350


231


51%


298


245


22%
             
Revenue
(ZAR’000)

467,432

441,731

6%

467,432

441,731

6%

1


(1) – GAAP Q3 2008 net income and earnings per share, basic, include the positive effect of the change in the fully distributed tax rate from 36.89% to 35.45% .

(2) - GAAP Q3 2007 net income, earnings per share, basic and revenue, include the positive effect of the non-recurring payment received from the South Africa Social Security Agency (“SASSA”).

(3) - 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 the effect of the change in the fully distributed tax rate from 36.89% to 35.45% .

Nine months ended March 31, 2008 and 2007



GAAP
YTD
2008
GAAP
YTD
2007
GAAP
Variance
%

Fundamental
YTD 2008

Fundamental
YTD 2007
Fundamental
Variance
%
Net income
(USD’000)

65,213

46,148

41%

65,346

50,720

29%
             
Earnings per
share, basic
(US cents)


114


81


41%


114


89


28%
             
Revenue
(USD’000)

191,825

163,772

17%

191,825

163,772

17%



GAAP
YTD
2008
GAAP
YTD
2007
GAAP
Variance
%

Fundamental
YTD 2008

Fundamental
YTD 2007
Fundamental
Variance
%
Net income
(ZAR’000)

465,008

334,255

39%

465,950

367,392

27%
             
Earnings per
share, basic
(ZAR cents)


814.0


587.0


39%


816


645


27%
             
Revenue
(ZAR’000)

1,367,825

1,186,218

15%

1,367,825

1,186,218

15%

Non-recurring settlement payment received from SASSA in the third quarter of fiscal 2007

     During the third quarter of fiscal 2007, the Company received a non-recurring settlement payment of approximately $5.9 million (ZAR 43.0 million) from SASSA as a result of the settlement of contract deviations that occurred during the implementation phases in the Eastern Cape province and for annual inflation price increases over the last three years which were not forthcoming. Attachment C presents the impact of the non-recurring settlement payment on the Company’s reported revenues, operating income and net income. Attachment D presents the impact of the non-recurring settlement payment on the Company’s reported transaction-based activities revenues, operating income and operating income margin.

2


Use of Non-GAAP measures

     On July 3, 2006, the Company acquired Prism Holdings Limited (“Prism”) and has combined its results with those of the Company. Effective October 1, 2006, Prism acquired the remaining 25.1% of EasyPay (Pty) Ltd (“EasyPay”). 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 and nine months ended March 31, 2008 and 2007 include this amortization of Prism and EasyPay intangibles acquired and stock-based compensation charge related to these 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 three and nine months ended March 31, 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 the investor's understanding, of the Company's performance. Attachment B presents a reconciliation between GAAP and fundamental net income and earnings per common share and linked unit.

Third Quarter Highlights

  • Conclusion of an agreement to provide an Iraqi consortium the Company’s UEPS system which will generate ongoing transaction and license fees, as well as revenue related to the provision of outsourcing services and the sale of hardware;
  • Extension of the Company’s five existing contracts to provide welfare administration and distribution services by 12 months to March 31, 2009;
  • Delivery of hardware and recognition of additional software development and customization revenues related to the Ghanaian National Switch and Smart Card Payment System contract;
  • Reduction in the Company’s fully distributed tax rate from 36.89% to 35.45%;
  • Merchant acquiring system transactions increased 11% to $264.5 million in the third quarter of fiscal 2008 from $238.0 million in the third quarter of fiscal 2007;
  • 11,892,573 grants were paid during the three months ended March 31, 2008 compared to 11,410,296 grants during the three months ended March 31, 2007;
  • 4,222 terminals in use at participating UEPS retail locations at March 31, 2008 versus 4,179 terminals at March 31, 2007, which increase resulted largely from the broadening of the terminal base in the North West province;
  • The number of transactions processed per terminal during the third quarter of fiscal 2008 as compared to the prior period increased 9% to 917 from 845;
  • A total of 3,956,882 UEPS smart card-based accounts were active as of March 31, 2008, compared to 3,803,150 as of March 31, 2007; and
  • EasyPay processed 129,152,205 transactions during the three months ended March 31, 2008 compared to 108,803,479 transactions during the three months ended March 31, 2007, in each case at an average fee per transaction of $0.03.

Comments and Outlook

     “I am delighted to report yet another quarter that has exceeded our expectations, where our operations continued to deliver solid financial results and cash flows and we remain on track to achieve our targeted growth rate for the current fiscal year,” said Dr. Serge Belamant, Chairman and Chief Executive Officer of Net1. “I am particularly pleased with the conclusion of the contract between Net1 and a consortium comprising the Iraqi government and local Iraqi banks as this further demonstrates the robustness and applicability of our technology. The Ghanaian National Switch, known locally as e-zwich, was officially launched by the President of Ghana last week and we are extremely proud to have reached this significant milestone. I believe the success of e-zwich in Ghana will lead to similar contracts in the surrounding territories,” he concluded.

3


Conference call

     Net1 will host a conference call to review third quarter results on May 9, 2008 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, 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 May 30, 2008.

About Net1 (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.

Contact Ilja Graulich, Net1’s vice president investor relations at:
Telephone (W): +27-11-343-2019
Telephone (M): +27-83-604-0820
E-mail: iljag@net1ueps.co.za

Or

Contact William Espley at Net1 Investor Relations at:
Telephone: 1-604-484-8750
Toll Free: 1-866-412-NET1 (6381)

4



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

    Three months ended     Nine months ended  
    March 31,     March 31,  
    2008     2007     2008     2007  
    (In thousands, except per share data)     (In thousands, except per share data)  
REVENUE $  63,066   $  61,275   $  191,825   $  163,772  
EXPENSE                        
     COST OF GOODS SOLD, IT PROCESSING,                        
     SERVICING AND SUPPORT   16,515     13,940     51,833     38,185  
     SELLING, GENERAL AND ADMINISTRATION   15,185     15,515     48,915     44,690  
     DEPRECIATION AND AMORTIZATION   2,716     2,752     8,295     8,512  
OPERATING INCOME   28,650     29,068     82,782     72,385  
INTEREST INCOME, net   3,754     735     10,852     2,793  
INCOME BEFORE INCOME TAXES   32,404     29,803     93,634     75,178  
INCOME TAX EXPENSE   5,156     11,397     27,816     28,927  
NET INCOME FROM CONTINUING OPERATIONS                        
BEFORE MINORITY INTEREST AND (LOSS)                        
EARNINGS FROM EQUITY-ACCOUNTED                        
INVESTMENTS   27,248     18,406     65,818     46,251  
MINORITY INTEREST   -     -     (196 )   205  
(LOSS) EARNINGS FROM EQUITY ACCOUNTED                        
INVESTMENTS   (281 )   (153 )   (801 )   102  
NET INCOME $  26,967   $  18,253   $  65,213   $  46,148  
Net income per share                        
     Basic earnings, in cents – common stock and linked                        
     units   47.2     32.1     114.1     81.1  
     Diluted earnings, in cents – common stock and                        
     linked units   46.7     31.8     113.1     80.3  

5



NET 1 UEPS TECHNOLOGIES, INC.
Condensed Consolidated Balance Sheets

    Unaudited     (A)  
    March 31,     June 30,  
    2008     2007  
    (In thousands, except share data)  
ASSETS            
CURRENT ASSETS            
               Cash and cash equivalents $  235,630   $  171,727  
               Pre-funded social welfare grants receivable   24,348     26,817  
               Accounts receivable, net of allowances of – March: $345; June: $555   24,767     30,503  
               Finance loans receivable, net of allowances of – March: $2,667; June: $2,773   4,930     5,755  
               Deferred expenditure on smart cards   -     507  
               Inventory   5,106     5,645  
               Deferred income taxes   4,049     7,028  
                    Total current assets   298,830     247,982  
LONG-TERM RECEIVABLE   1     54  
PROPERTY, PLANT AND EQUIPMENT, NET OF ACCUMULATED            
DEPRECIATION OF – March: $23,728; June: $24,406   6,426     7,582  
EQUITY-ACCOUNTED INVESTMENTS   2,521     2,992  
GOODWILL   74,945     85,871  
INTANGIBLE ASSETS, NET OF ACCUMULATED AMORTIZATION OF –            
March: $16,650; June: $13,745   23,146     31,609  
TOTAL ASSETS   405,869     376,090  
LIABILITIES            
CURRENT LIABILITIES            
               Bank overdraft   -     16  
               Accounts payable   5,320     5,879  
               Other payables   44,779     34,457  
               Income taxes payable   13,581     14,346  
                    Total current liabilities   63,680     54,698  
DEFERRED INCOME TAXES   29,955     36,219  
INTEREST BEARING LIABILITIES – minority interest loans   4,276     4,100  
COMMITMENTS AND CONTINGENCIES   -     -  
TOTAL LIABILITIES   97,911     95,017  
SHAREHOLDERS’ EQUITY            
COMMON STOCK            
               Authorized: 83,333,333 with $0.001 par value;            
               Issued shares - March: 52,950,885; June: 51,730,547   52     52  
SPECIAL CONVERTIBLE PREFERRED STOCK            
               Authorized: 50,000,000 with $0.001 par value;            
               Issued and outstanding shares - March: 5,088,885; June: 5,656,110   5     5  
B CLASS PREFERENCE SHARES            
               Authorized: 330,000,000 with $0.001 par value;            
               Issued and outstanding shares (net of shares held by the Company) - March:            
               37,497,073; June: 41,676,625   6     7  
ADDITIONAL PAID-IN-CAPITAL   115,203     112,167  
TREASURY SHARES, AT COST: March: 299,821; June: 299,821   (7,795 )   (7,795 )
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)   (44,783 )   (3,915 )
RETAINED EARNINGS   245,270     180,552  
TOTAL SHAREHOLDERS’ EQUITY   307,958     281,073  
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $  405,869   $  376,090  
               (A) – Derived from audited financial statements            

6



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

    Three months ended     Nine months ended  
    March 31,     March 31,  
    2008     2007     2008     2007  
    (In thousands)     (In thousands)  
                         
Cash flows from operating activities                        
Net income $  26,967   $  18,253   $  65,213   $  46,148  
Depreciation and amortization   2,716     2,752     8,295     8,512  
Loss (Earnings) from equity-accounted investments   281     153     801     (102 )
Fair value adjustment related to financial liabilities   (14 )   25     (256 )   178  
Fair value of FAS 133 derivative adjustments   (11 )   (58 )   (21 )   19  
Interest payable   126     110     367     110  
Profit on disposal of property, plant and equipment   (23 )   (58 )   (109 )   (125 )
Minority interest   -     -     (196 )   205  
Stock-based compensation charge   1,108     190     2,860     686  
(Increase) Decrease in accounts receivable, pre-funded                        
social welfare grants receivable and finance loans receivable   15,842     (32,566 )   (2,406 )   (35,118 )
Decrease in deferred expenditure on smart cards   236     (61 )   496     133  
Decrease (Increase) in inventory   1,286     210     (293 )   (2,543 )
(Decrease) Increase in accounts payable and other payables   13,177     11,436     13,490     490  
Decrease in taxes payable   7,666     5,649     1,034     2,271  
Increase (Decrease) in deferred taxes   (4,182 )   (1,898 )   574     (1,745 )
      Net cash (used in) provided by operating activities   65,175     4,137     89,849     19,119  
                         
Cash flows from investing activities                        
Capital expenditures   (1,004 )   (943 )   (2,880 )   (2,646 )
Proceeds from disposal of property, plant and equipment   24     116     142     262  
Acquisition of Prism Holdings Limited, net of cash acquired   -     (9,713 )   -     (92,043 )
Acquisition of equity interest in and advance of loans to equity                        
accounted investment   -     (310 )   -     (310 )
     Net cash used in investing activities   (980 )   (10,850 )   (2,738 )   (94,737 )
                         
Cash flows from financing activities                        
Proceeds from issue of share capital, net of share issue                        
expenses   25     -     175     50  
Proceeds from bank overdrafts   -     148     1,462     61,731  
Repayment of bank overdraft   (1 )   -     (1,443 )   (62,272 )
Proceeds from interest bearing liabilities   -     -     -     3,513  
      Net cash provided by financing activities   24     148     194     3,022  
                         
Effect of exchange rate changes on cash   (29,330 )   (2,447 )   (23,402 )   1,751  
                         
Net (decrease) increase in cash and cash equivalents   34,889     (9,012 )   63,903     (70,845 )
                         
Cash and cash equivalents – beginning of period   200,741     127,902     171,727     189,735  
                         
Cash and cash equivalents – end of period $  235,630   $  118,890   $  235,630   $  118,890  

7


Net 1 UEPS Technologies, Inc.
Attachment A

Key metrics and statistics at and for the three months ended March 31, 2008 and 2007 and December 31, 2007:

Three months ended March 31, 2008 and 2007 and December 31, 2007

                                  Change – constant  
                      Change - actual     exchange rate(1)
                      Q3 ‘08   Q3 ‘08   Q3 ‘08   Q3 ‘08
Key statement of operations data, in                     vs   vs   vs   vs
’000, except EPS   Q3 ‘08     Q3 ‘07     Q2 ‘08     Q3 ‘07   Q2 ‘08   Q3 ‘07   Q2 ‘08
    USD     USD     USD                  
   Revenue $ 63,066   $ 61,275   $ 68,500     3%   (8 )%   6%   1%
   Operating income   28,650     29,068     28,226     (1 )%   2%   1%   11%
   Income tax expense   5,156     11,397     11,788     (55 )%   (56 )%   (53 )%   (52 )%
   Net income $ 26,967   $ 18,253   $ 20,318     48%   33%   52%   45%
                                   
   Earnings per share,                                  
       Basic (cents)   47     32     36     47%   31%   51%   43%
       Diluted (cents)   47     32     35     47%   34%   51%   47%
                                   
   Fundamental earnings per share,                                  
       Basic (cents)   40     34     39     18%   3%   21%   12%
                                   
Key segmental data, in ’000, except                                  
margins                                  
   Revenue:                                  
       Transaction-based activities $ 37,254   $ 40,962   $ 39,991     (9 )%   (7 )%   (6 )%   2%
       Smart card accounts   8,696     8,655     9,637     -%   (10 )%   3%   (1 )%
       Financial services   1,999     2,858     2,135     (30 )%   (6 )%   (28 )%   2%
       Hardware, software and related                                  
       technology sales   15,117     8,800     16,737     72%   (10 )%   77%   (1 )%
             Total consolidated revenue $ 63,066   $ 61,275   $ 68,500     3%   (8 )%   6%   1%
                                   
   Consolidated operating income (loss):                                  
       Transaction-based activities $ 20,347   $ 24,869   $ 21,381     (18 )%   (5 )%   (16 )%   4%
       Smart card accounts   3,953     3,934     4,380     -%   (10 )%   3%   (1 )%
       Financial services   507     930     458     (45 )%   11%   (44 )%   21%
       Hardware, software and related                                  
       technology sales   5,380     991     2,265     443%   138%   458%   160%
       Corporate/ Eliminations   (1,537 )   (1,656 )   (258 )   (7 )%   496%   (5 )%   552%
Total operating income $ 28,650   $ 29,068   $ 28,226     (1 )%   2%   1%   11%
                                   
   Operating income margin (%)                                  
       Transaction-based activities   55%     61%     53%                  
       Smart card accounts   45%     45%     45%                  
       Financial services   25%     33%     21%                  
       Hardware, software and related                                  
       technology sales   36%     11%     14%                  
       Overall operating margin   45%     47%     41%                  
                                   
    Mar 31,     June 30,                        
    2008     2007     Change                  
   Key balance sheet data, in ’000                                  
       Cash and cash equivalents $ 235,630   $ 171,727     37%                  
       Total current assets   298,830     247,982     21%                  
       Total assets   405,869     376,090     8%                  
       Total current liabilities   63,680     54,698     16%                  
       Total shareholders’ equity $ 307,958   $ 281,073     10%                  

(1) – This information shows what the change in these items would have been if the USD/ ZAR exchange rate that prevailed during the third quarter of fiscal 2008 also prevailed during the third quarter of fiscal 2007 and the second quarter of fiscal 2008.

8


Three months ended March 31, 2008 and 2007 and December 31, 2007 (continued)

                      Change  
                      Q3 ‘08     Q3 ‘08  
                      vs     vs  
Additional information:   Q3 ‘08     Q3 ‘07     Q2 ‘08     Q3 ‘07     Q2 ‘08  
Transaction-based activities:                              
   Total number of grants paid:                              
                               
       KwaZulu-Natal   5,051,827     5,079,328     5,063,374     (1 )%   -%  
       Limpopo   2,949,459     2,925,621     2,948,717     1%     -%  
       North West   1,245,238     833,683     1,230,354     49%     1%  
       Northern Cape   494,664     417,990     498,877     18%     (1 )%
       Eastern Cape   2,151,385     2,153,674     2,155,433     -%     -%  
    11,892,573     11,410,296     11,896,755     4%     -%  
                               
   Average revenue per grant paid:   ZAR     ZAR     ZAR              
       KwaZulu-Natal   21.76     19.35     22.11     12%     (2 )%
       Limpopo   18.32     16.19     17.39     13%     5%  
       North West   22.19     21.19     21.43     5%     4%  
       Northern Cape   20.26     18.62     18.37     9%     10%  
       Eastern Cape   16.56     12.89     16.11     28%     3%  
                               
   UEPS merchant acquiring system:                              
       Terminals installed at period end   4,222     4,179     4,304     1%     (2 )%
       Number of participating retail                              
       locations at period end   2,468     2,511     2,532     (2 )%   (3 )%
       Value of transactions processed                              
       through POS devices during the                              
       quarter (in ZAR ’000)   1,996,072     1,726,532     1,757,836     16%     14%  
       Value of transactions processed                              
       through POS devices during the                              
       completed pay cycles for the quarter                              
       (in ZAR ’000)   2,022,938     1,634,410     1,870,595     24%     8%  
       Average number of grants processed                              
       per terminal during the quarter   917     845     799     9%     15%  
       Average number of grants processed                              
       per terminal during the completed pay                              
       cycles for the quarter   933     807     851     16%     10%  
                               
   EasyPay transaction fees:                              
       Number of transactions processed   129,152,205     108,803,479     135,283,353     19%     (5 )%
       Average fee per transaction (in ZAR)   0.20     0.21     0.21     (5 )%   (5 )%

9


Three months ended March 31, 2008 and 2007 and December 31, 2007 (continued)

                      Change  
                      Q3 ‘08     Q3 ‘08  
                      vs     vs  
    Q3 ‘08     Q3 ‘07     Q2 ‘08     Q3 ‘07     Q2 ‘08  
Smart card accounts:                              
   Total number of smart card accounts   3,956,882     3,803,150     3,976,684     4%     -%  
                               
Hardware, software and related                              
technology sales:                              
   Ad hoc significant hardware sales                              
   (USD ’000)                              
       Nedbank hardware   600     -     2,000           n/m  
       Ghanaian National Switch and Smart                              
       Card Payment System Contract   4,300     -     5,600           n/m  
       Smartswitch Botswana hardware and                              
       software (before consolidation                              
       adjustments)   -     -     -              
                               
Financial services: (USD ’000)                              
   Traditional microlending:                              
       Finance loans receivable – gross   4,611     7,112     5,336     (35 )%   (14 )%
       Allowance for doubtful finance loans                              
       receivable   (2,667 )   (4,359 )   (3,153 )   (39 )%   (15 )%
             Finance loans receivable – net   1,944     2,753     2,183     (29 )%   (11 )%
                               
   UEPS-based lending:                              
       Finance loans receivable –net and                              
       gross (i.e., no provisions)   2,986     3,457     4,086     (14 )%   (27 )%
                               
Earnings (Loss) from equity accounted                              
investments: (USD ’000)                              
       Beginning of period   (2,352 )   1,169     (2,112 )            
       Equity-accounted earnings (loss)   (281 )   (153 )   (236 )            
             Equity-accounted earnings – Permit   16     306     -              
             Equity-accounted earnings (loss) –                              
             SmartSwitch Namibia(1)   (71 )   (74 )   (6 )            
             Equity-accounted earnings (loss) –                              
             SmartSwitch Botswana(1)   (164 )   (128 )   (31 )            
             Equity-accounted (loss) – VTU                              
             Colombia   (62 )   (257 )   (168 )            
             Equity-accounted (loss) – VinaPay.   (281 )   -     (31 )            
       Sale of Permit   -           -              
       Foreign currency adjustment   244     (25 )   (4 )            
             End of period   (2,389 )   991     (2,352 )            
                               
nm – Statistic not meaningful                              

10


Key metrics and statistics at and for the nine months ended March 31, 2008 and 2007:

Nine months ended March 31, 2008 and 2007

    Nine months ended                 Year ended  
    Mar 31,     Change     June 30,  
                    Constant        
    2008     2007         Exchange     2007  
    USD     USD     Actual   Rate (1)   USD  
Key statement of operations data, in                            
’000, except EPS                            
   Revenue $ 191,825   $ 163,772     17%   15%   $ 223,968  
   Operating income   82,782     72,385     14%   13%     96,876  
   Income tax expense   27,816     28,927     (4 )%   (5)%   37,574  
   Net income $ 65,213   $ 46,148     41%   39%   $ 63,679  
                             
   Earnings per share,                            
       Basic (cents)   114     81.1     41%   38%     112  
       Diluted (cents)   113     80.3     41%   39%     111  
                             
   Fundamental earnings per share,                            
       Basic (cents)   114     89.1     28%   26%     123  
                             
Key segmental data, in ’000, except                            
margins                            
   Revenue:                            
       Transaction-based activities $ 115,409   $ 103,172     12%   10%   $ 139,006  
       Smart card accounts   27,469     25,722     7%   5%     34,562  
       Financial services   6,317     8,636     (27 )%   (28)%     11,241  
       Hardware, software and related                            
       technology sales   42,630     26,242     62%   60%     39,159  
         Total consolidated revenue $ 191,825   $ 163,772     17%   15%   $ 223,968  
                             
   Consolidated operating income (loss):                            
       Transaction-based activities $ 62,317   $ 60,799     2%   1%   $ 78,785  
       Smart card accounts   12,485     11,692     7%   5%     15,710  
       Financial services   1,411     2,758     (49 )%   (50)%     3,351  
       Hardware, software and related                            
       technology sales   9,585     2,621     266%   260%     6,115  
       Corporate/ Eliminations   (3,016 )   (5,485 )   (57 )%   (46)%   (7,085 )
          Total operating income $ 82,782   $ 72,385     14%   13%   $ 96,876  
                             
   Operating income margin (%)                            
       Transaction-based activities   53%     59%               57%  
       Smart card accounts   45%     45%               45%  
       Financial services   22%     32%               30%  
       Hardware, software and related                            
       technology sales   23%     10%               16%  
       Overall operating margin   43%     44%               43%  
                             
    Mar 31,     June 30,                  
    2008     2007     Change            
   Key balance sheet data, in ’000                            
       Cash and cash equivalents $ 235,630   $ 171,727     37%            
       Total current assets   298,830     247,982     21%            
       Total assets   405,869     376,090     8%            
       Total current liabilities   63,680     54,698     16%            
       Total shareholders’ equity $ 307,958   $ 281,073     10%            

(1) – This information shows what the change in these items would have been if the USD/ ZAR exchange rate that prevailed during the nine months ended March 31, 2008 also prevailed during the nine months ended March 31, 2007.

11


Nine months ended March 31, 2008 and 2007 (continued)

    Nine months ended           Year ended  
    Mar 31,     Change     June 30,  
    2008     2007           2007  
                         
Additional information:                        
Transaction-based activities:                        
   Total number of grants paid:                        
                         
       KwaZulu-Natal   15,155,356     15,017,233     1%     20,080,685  
       Limpopo   8,833,286     8,724,102     1%     11,662,537  
       North West   3,694,651     2,481,696     49%     3,351,477  
       Northern Cape   1,489,641     1,247,935     19%     1,669,037  
       Eastern Cape   6,444,793     6,426,585     -%     8,568,506  
    35,617,727     33,897,551     5%     45,332,242  
                         
   Average revenue per grant paid:   ZAR     ZAR           ZAR  
       KwaZulu-Natal   21.63     19.90     9%     20.04  
       Limpopo   17.49     16.16     8%     16.32  
       North West   21.58     20.17     7%     20.73  
       Northern Cape   19.23     18.67     3%     18.64  
       Eastern Cape   15.90     12.19     30%     12.90  
                         
   UEPS merchant acquiring system:                        
       Terminals installed at period end   4,222     4,179     1%     4,357  
       Number of participating retail                        
       locations at period end   2,468     2,511     (2)%     2,598  
       Value of transactions processed                        
       through POS devices during the                        
       quarter (in ZAR ’000)   1,996,072     1,726,532     16%     1,777,436  
       Value of transactions processed                        
       through POS devices during the                        
       completed pay cycles for the quarter                        
       (in ZAR ’000)   2,022,938     1,634,410     24%     1,777,738  
       Average number of grants processed                        
       per terminal during the quarter   917     845     9%     811  
       Average number of grants processed                        
       per terminal during the completed pay                        
       cycles for the quarter   933     807     16%     810  
                         
   EasyPay transaction fees:                        
       Number of transactions processed   383,468,457     327,261,557     17%     441,439,169  
       Average fee per transaction (in ZAR)   0.20     0.21     (5)%     0.21  

12


Nine months ended March 31, 2008 and 2007 (continued)

    Nine months ended           Year ended  
    Mar 31,           Change     June 30,  
    2008     2007           2007  
Smart card accounts:                        
   Total number of smart card accounts   3,956,882     3,803,150     4%     3,812,273  
                         
Hardware, software and related                        
technology sales:                        
   Ad hoc significant hardware sales                        
   (USD ’000)                        
       Nedbank hardware   2,600     -     nm     4,400  
       Ghanaian National Switch and Smart                        
       Card Payment System Contract   10,800     -     nm     -  
       Smartswitch Botswana hardware and                        
       software (before consolidation                        
       adjustments)   -     -     nm     2,100  
                         
Financial services: (USD ’000)                        
   Traditional microlending:                        
       Finance loans receivable – gross   4,611     7,112     (35 )%   5,263  
       Allowance for doubtful finance loans                        
       receivable   (2,667 )   (4,359 )   (39 )%   (2,773 )
             Finance loans receivable – net   1,944     2,753     (29 )%   2,490  
                         
   UEPS-based lending:                        
       Finance loans receivable –net and                        
       gross (i.e., no provisions)   2,986     3,457     (14 )%   3,265  
                         
Earnings (Loss) from equity accounted                        
investments: (USD ’000)                        
       Beginning of period   (1,774 )   874           874  
       Equity-accounted earnings (loss)   (801 )   102           181  
             Equity-accounted earnings – Permit   -     1,360           1,415  
             Equity-accounted earnings (loss) –                        
             SmartSwitch Namibia(1)   4     (318 )         (262 )
             Equity-accounted earnings (loss) –                        
             SmartSwitch Botswana(1)   (194 )   (683 )         (593 )
             Equity-accounted (loss) – VTU                        
             Colombia   (491 )   (257 )         (379 )
             Equity-accounted (loss) – VinaPay.   (120 )   -           -  
       Sale of Permit   -     -           (2,805 )
       Foreign currency adjustment   186     15           (24 )
             End of period   (2,389 )   991           (1,774 )

nm – Statistic not meaningful
(1) – includes the elimination of unrealized net income

13


Net 1 UEPS Technologies, Inc.
Attachment B

Reconciliation of GAAP results to fundamental results:

Three months ended March 31, 2008

    Three months ended March 31,  
          Amortization                    
          of Prism and                    
          EasyPay     Stock-     Change     2008  
    2008     intangible     based     in tax     Funda-  
    GAAP     assets(1)   charge(2)   rate(3)   mental  
                               
Net income (USD’000)   26,967     856     1,108     (5,919 )   23,012  
Earnings per share, basic (USD cents)   47                       40  
                               
Net income (ZAR’000)   199,874     6,344     8,212     (43,869 )   170,561  
Earnings per share, basic (ZAR cents)   350                       298  

(1) Amortization of Prism and EasyPay Intangibles, net of deferred tax benefit:

  $ ’000     ZAR ’000  
Customer relationships   355     2,630  
Trademarks   92     679  
Software and unpatented technology   896     6,642  
Deferred tax benefit   (487 )   (3,607 )
    856     6,344  

(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% .

Three months ended March 31, 2007

    Three months ended March 31,  
          Amortization              
          of Prism and              
          EasyPay     Stock-     2007  
    2007     intangible     based     Funda-  
    GAAP     assets(1)   charge(2)   mental  
                         
Net income (US$’000)   18,253     880     190     19,323  
Earnings per share, basic (US$ cents).   32                 34  
                         
Net income (ZAR’000)   131,586     6,344     1,370     139,300  
Earnings per share, basic (ZAR cents)   231                 245  

(1) Amortization of Prism and EasyPay Intangibles, net of deferred tax benefit:

  $ ’000     ZAR ’000  
Customer relationships   365     2,630  
Software and unpatented technology   94     679  
Trademarks   921     6,642  
Deferred tax benefit   (500 )   (3,607 )
    880     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.

14


Nine months ended March 31, 2008

          Nine months ended March 31,        
          Amortization                    
          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)   65,213     2,670     2,860     (5,397 )   65,346  
Earnings per share, basic (USD cents)   114                       114  
                               
Net income (ZAR’000)   465,008     19,032     20,394     (38,484 )   465,950  
Earnings per share, basic (ZAR cents)   814                       816  

(1) Amortization of Prism and EasyPay Intangibles, net of deferred tax benefit:

  $ ’000     ZAR ’000  
Customer relationships   1,107     7,890  
Trademarks   286     2,036  
Software and unpatented technology   2,795     19,927  
Deferred tax benefit   (1,518 )   (10,821 )
    2,670     19,032  

(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% .

Nine months ended March 31, 2007

          Nine months ended March 31,        
                      Expenses        
          Amortization           associated        
          of Prism and           with        
          EasyPay     Stock-     acquisition     2007  
    2007     intangible     based     not     Funda-  
    GAAP     assets(1)   charge(2)   pursued(3)   mental  
                               
Net income (US$’000)   46,148     2,548     836     1,188     50,720  
Earnings per share, basic (US$ cents).   81                       89  
                               
Net income (ZAR’000)   334,255     18,457     6,055     8,625     367,392  
Earnings per share, basic (ZAR cents)   587                       645  

(1) Amortization of Prism and EasyPay Intangibles, net of deferred tax benefit:

    US$     ZAR ’000  
    ’000        
Customer relationships   1,024     7,410  
Software and unpatented technology   272     1,972  
Trademarks   2,714     19,661  
Deferred tax benefit   (1,462 )   (10,586 )
    2,548     18,457  

(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.

15


Net 1 UEPS Technologies, Inc.
Attachment C

Impact of non-recurring settlement payment received from SASSA in the third quarter of fiscal 2007 on the Company’s reported revenues, operating income and net income:

Three months ended March 31, 2008 and 2007

    Three months ended March 31,  
    2008     2007      
    USD     USD     %
    ’000     ’000     change
Reported revenue   63,066     61,275     3%
Consisting of:                
     Revenue before non-recurring portion of settlement                
     payment received from SASSA   63,066     55,350     14%
     Non-recurring portion of settlement payment received                
     from SASSA   -     5,925      
                 
Reported operating income   28,650     29,068     (1 )%
Consisting of:                
     Operating income before non-recurring portion of                
     settlement payment received from SASSA   28,650     25,099     14%
     Non-recurring portion of settlement payment received                
     from SASSA   -     3,969      
                 
Reported net income   26,967     18,253     48%
Consisting of:                
     Net income before non-recurring portion of settlement                
     payment received from SASSA   26,967     15,748     71%
     Non-recurring portion of settlement payment received                
     from SASSA   -     2,505      

    Three months ended March 31,  
    2008     2007      
    ZAR     ZAR     %
    ’000     ’000     change
Reported revenue   467,432     441,731     6%
Consisting of:                
     Revenue before non-recurring portion of settlement                
     payment received from SASSA   467,432     398,777     17%
     Non-recurring portion of settlement payment received                
     from SASSA   -     42,954      
                 
Reported operating income   212,348     209,551     1%
Consisting of:                
     Operating income before non-recurring portion of                
     settlement payment received from SASSA   212,348     180,775     17%
     Non-recurring portion of settlement payment received                
     from SASSA   -     28,776      
                 
Reported net income   199,874     131,586     52%
Consisting of:                
     Net income before non-recurring portion of settlement                
     payment received from SASSA   199,874     113,426     76%
     Non-recurring portion of settlement payment received                
     from SASSA   -     18,160      

16


Nine months ended March 31, 2008 and 2007

    Nine months ended March 31,  
    2008              
    USD     2007     %  
    ’000     USD ’000     change  
Reported revenue   191,825     163,772     17%  
Consisting of:                  
     Revenue before non-recurring portion of settlement                  
     payment received from SASSA   191,825     157,847     22%  
     Non-recurring portion of settlement payment received                  
     from SASSA   -     5,925        
                   
Reported operating income   82,782     72,385     14%  
Consisting of:                  
     Operating income before non-recurring portion of                  
     settlement payment received from SASSA   82,782     68,416     21%  
     Non-recurring portion of settlement payment received                  
     from SASSA   -     3,969        
                   
Reported net income   65,213     46,148     41%  
Consisting of:                  
     Net income before non-recurring portion of settlement                  
     payment received from SASSA   65,213     43,643     49%  
     Non-recurring portion of settlement payment received                  
     from SASSA   -     2,505        

    Nine months ended March 31,  
    2008              
    ZAR     2007     %  
    ’000     ZAR ’000     change  
Reported revenue   1,367,825     1,186,218     15%  
Consisting of:                  
     Revenue before non-recurring portion of settlement                  
     payment received from SASSA   1,367,825     1,143,264     20%  
     Non-recurring portion of settlement payment received                  
     from SASSA   -     ,42,954        
                   
Reported operating income   590,284     524,292     13%  
Consisting of:                  
     Operating income before non-recurring portion of                  
     settlement payment received from SASSA   590,284     495,516     19%  
     Non-recurring portion of settlement payment received                  
     from SASSA   -     28,776        
                   
Reported net income   465,006     334,255     39%  
Consisting of:                  
     Net income before non-recurring portion of settlement                  
     payment received from SASSA   465,006     316,095     47%  
     Non-recurring portion of settlement payment received                  
     from SASSA   -     18,160        

17


Net 1 UEPS Technologies, Inc.
Attachment D

Impact of non-recurring settlement payment received from SASSA in the third quarter of fiscal 2007 on the Company’s reported transaction-based activities revenues, operating income and operating income margin:

Three months ended March 31, 2008 and 2007

    Three months ended March 31,  
    2008     2007      
    USD     USD     %
    ’000     ’000     change
Reported revenue   37,254     40,962     (9 )%
Consisting of:                
     Recurring transaction-based activities   37,254     35,037     6%
     Non-recurring portion of settlement payment                
     received from SASSA   -     5,925      
                 
Reported operating income   20,347     24,869     (18 )%
Consisting of:                
     Recurring transaction-based activities   20,347     20,900     (3 )%
     Non-recurring portion of settlement payment                
     received from SASSA   -     3,969      
                 
Operating income margin as reported   55%     61%     (10 )%
Consisting of:                
     Recurring transaction-based activities(1)   55%     60%     (8 )%
     Non-recurring portion of settlement payment                
     received from SASSA   -     67%      

    Three months ended March 31,  
    2008     2007        
    ZAR     ZAR     %  
    ’000     ’000     change  
Reported revenue   276,119     295,295     (6 )%
Consisting of:                
     Recurring transaction-based activities   276,119     252,341     9%
     Non-recurring portion of settlement payment                
     received from SASSA   -     42,954      
                 
Reported operating income   150,808     179,281     (16 )%
Consisting of:                
     Recurring transaction-based activities   150,808     150,505     -%
     Non-recurring portion of settlement payment                
     received from SASSA   -     28,776      
                 
Operating income margin as reported   55%     61%     (10 )%
Consisting of:                
     Recurring transaction-based activities   55%     60%     (8 )%
     Non-recurring portion of settlement payment                
     received from SASSA   -     67%      

18


Nine months ended March 31, 2008 and 2007

    Nine months ended March 31,  
    2008     2007        
    USD     USD     %
    ’000     ’000     change
Reported revenue   115,409     103,172     12%
Consisting of:                
     Recurring transaction-based activities   115,409     97,247     19%
     Non-recurring portion of settlement payment                
     received from SASSA   -     5,925      
                 
Reported operating income   62,317     60,799     2%
Consisting of:                
     Recurring transaction-based activities   62,317     56,830     10%
     Non-recurring portion of settlement payment                
     received from SASSA   -     3,969      
                 
Operating income margin as reported   54%     59%     (8 )%
Consisting of:                
     Recurring transaction-based activities   54%     58%     (8 )%
     Non-recurring portion of settlement payment                
     received from SASSA   -     67%      

    Nine months ended March 31,  
    2008     2007        
    ZAR     ZAR     %
    ’000     ’000     change
Reported revenue   822,934     747,286     10%
Consisting of:                
     Recurring transaction-based activities   822,934     704,332     17%
     Non-recurring portion of settlement payment                
     received from SASSA   -     42,954      
                 
Reported operating income   444,357     440,374     1%
Consisting of:                
     Recurring transaction-based activities   444,357     411,598     8%
     Non-recurring portion of settlement payment                
     received from SASSA   -     28,776      
                 
Operating income margin as reported   54%     59%     (8 )%
Consisting of:                
     Recurring transaction-based activities   54%     58%     (8 )%
     Non-recurring portion of settlement payment                
     received from SASSA   -     67%      

19


Net 1 UEPS Technologies, Inc.
Attachment E

FREQUENTLY ASKED QUESTIONS

1. What is the status of the SASSA tender and on what basis did Net1 submit a proposal?

     The South African Social Security Agency, or SASSA, is in the process of conducting a national tender for the distribution of welfare grants in which bidders had the opportunity to bid for all of South Africa or on a province-by-province basis. On May 4, 2007, we filed proposals for each of South Africa’s nine provinces, as well as a proposal for the entire country. SASSA provided an indicative time-frame for the evaluation of the tender proposals and the award of the contract to successful bidders, but all of the key dates have already been missed. As part of the evaluation process for the tender, all bidders were requested to demonstrate their proposed payment solution to SASSA. Our response to the request for proposal was demonstrated to the SASSA evaluation committee on October 25, 2007. In December 2007, we received a notice to bidders from SASSA requesting further details of our financial proposals in a standard format provided in the notice to bidders by no later than December 28, 2007. We provided our response to the notice to bidders to SASSA on December 28, 2007.

     On January 31, 2008, we received a further notice to bidders from SASSA advising bidders that, due to unforeseen circumstances, the tender evaluation process had not been completed and, as a result, SASSA was requesting tenderers to extend the validity period of their tender responses from February 9, 2008 to March 31, 2008. SASSA has extended our five existing contracts to provide welfare administration and distribution services by 12 months to March 31, 2009. SASSA reserves the right to terminate any of the five existing contracts on 30 days written notice, but only after an initial period of six months which ends on September 30, 2008.

     On March 27, 2008, we received a further notice to bidders from SASSA advising bidders that, due to unforeseen circumstances, the tender evaluation process had still not been completed and, as a result, SASSA was requesting tenderers to extend the validity period of their tender responses by a further three months to June 30, 2008. We responded to SASSA in writing stating that we would extend the validity of our proposal as requested. On April 21, 2008, SASSA announced an update on the progress of the social grants tender process. It stated that the evaluation committee that has been processing the nine provincial tenders has completed its work, and that at this time, there is being constituted an adjudication committee which will deliberate on the tender and make a final recommendation on the award per province to the accountable authority. SASSA stated that the process is on track and that the outcome will be announced as soon as the process is finalized. SASSA did not provide any additional indication of when there would be further announcements or when the process would be completed. It also did not indicate how the process it described would adjudicate proposals, as in the case of one of the proposals that we submitted, that covered the entire country rather than just certain provinces. Because of the extensive delays in the tender award process, we cannot predict whether or not contracts will ultimately be awarded on the basis of the current proposals, whether SASSA will seek further extensions of proposals or whether a new process might be initiated by SASSA.

     We believe that our successful record with our provincial government contracts will provide us with a good opportunity to benefit from the transition to national administration of social welfare grants because we may be able to obtain contracts to distribute grants in provinces with which we do not currently have a contractual relationship. However, there is a chance that a national tender could lead to our losing one or more of our current contracts if SASSA decides to appoint a single (or other) contractor to provide social welfare grant distribution and we are not chosen. During this transition period our existing provincial government contracts will continue to be governed by their respective terms.

20


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?

     In January 2007, we signed a co-operation agreement with Grindrod Bank, a fully registered bank in South Africa, for the establishment of a retail banking division within Grindrod Bank that will focus on deploying our wage payment solution in South Africa. Since the establishment of the division during the third quarter of fiscal 2007, all the relevant technological platforms have been installed, where required, or integrated between Net1 and Grindrod. Grindrod Bank, with Net1’s assistance, has joined the South African National Payment System and the various payment clearing houses in South Africa.

     In parallel, Net1 and Grindrod Bank have defined the products, pricing and marketing strategy for the wage payment system. Net1 and Grindrod Bank have commenced pilot operations of the wage payment system mainly in the agricultural sector. We are still in discussion with several trade unions, payroll processors, financial services providers, large retailers and large employer groups who have the desire, and ability, to market and distribute our wage payment solution on a national basis. We have concluded agreements with the relevant financial services providers to ensure that we offer our customer base a complete suite of financial solutions. We expect to officially launch the wage payment system in the KwaZulu-Natal province on May 12, 2008.

21


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.

22


8. What is Net1’s strategy in expanding the UEPS technology outside South Africa?

     Our strategy to introduce the UEPS technology outside of South Africa consists of the following key components:

  • Developing countries – We believe that our UEPS technology is ideally suited to “third world” economies where communications infrastructures are limited and the need for off-line payment technology is the greatest. Potential users of our technology in these countries are generally government agencies, employers, merchants and financial service providers and individuals, who may have a need for all or any number, or any, of our applications and products. We analyze potential target countries to determine the most appropriate entry point in terms of users and applications and we establish relationships with the most likely customers. We believe that the most efficient way to deploy our technology in any country is for a local partner, or partners, to invest in the establishment of a UEPS switch and for these partners to implement and operate the technology, with our guidance and assistance. We refer to these UEPS switches as “SmartSwitch” for the relevant territory. We often participate as shareholders in the local switch as most partners prefer the supplier of the technology to have an on-going interest in the deployment and operation of the technology. In some cases, we enter new territories as a result of our participation in a tender process that calls for a solution to which our technology is ideally suited. In these instances, we are generally not offered a shareholding. Initially, we have focused our marketing efforts on the African continent where the need for our technology is arguably the greatest across the entire continent and because we have a good understanding of African business methodology and culture. Our proximity to most African countries, as well as the multiplier effect of having several implementations across the continent, also ensures a high amount of interest from the African continent; and

  • Developed world – We believe that some of our UEPS applications and products are ideally suited to a “first world” environment, such as secure internet-based payments and mobile telephony transacting. We expect to offer these products to service providers such as mobile phone operators, financial institutions and internet-based retailers in the near future.

9. What are the economics of a new SmartSwitch implementation?

The financial implications to Net1 of a new SmartSwitch implementation consist of the following elements:

  • Sale of hardware and software licenses to the SmartSwitch: Net1 provides all the necessary hardware and software licenses to any new SmartSwitch on market-related and arms-length terms, regardless of whether we are a shareholder in the SmartSwitch. If we are a shareholder in the SmartSwitch, we eliminate the appropriate portion of the profit on the sale of hardware and software licenses to the SmartSwitch in our reported financial statements. Any ongoing sales of hardware, additional software licenses, customization and maintenance services are treated in the same manner.

  • Transaction fees, license fees and profit sharing: We receive annual license fees from any new switch that has been licensed with our technology. In some cases, we also negotiate a transaction fee payable to us for each transaction processed through the SmartSwitch. If we are a significant minority shareholder in the SmartSwitch, as is the case with SmartSwitch Namibia and SmartSwitch Botswana, we will include the financial results of the SmartSwitch in our reported financial statements on an equity accounting basis. If we are the majority shareholder in a SmartSwitch, such as SmartSwitch Nigeria, we consolidate the financial results of the SmartSwitch as part of the Net1 group. Our business plans and experience indicate that a SmartSwitch implementation will generally break even, on an operating profit basis, after twelve months of operation. We expect the SmartSwitch to generate revenues of $0.50 per card holder per month after another year of operation, increasing to $3.00 per cardholder after five years of operation. These numbers are indicative only and are dependent on several factors such as the relevant territory’s income per capita, the products and applications launched, currency strength and the size of the cardholder base.

23


  • Investment in the SmartSwitch: Where we participate as a shareholder in a SmartSwitch, we contribute our share of the capital required to establish and fund the business pro-rata to our shareholding by way of subscribing for equity and shareholders’ loans.

10. What is the status of SmartSwitch Nigeria?

     In August 2007, the Central Bank of Nigeria formally approved the SmartSwitch Nigeria banking license application to provide payment solutions and products in the Nigerian financial markets. During the third quarter of fiscal 2008, SmartSwitch Nigeria commenced its pilot for the UEPS service offering in Nigeria and delivered 50,000 smart cards to Diamond Bank Limited, SmartSwitch Nigeria’s 15% shareholder.

     We consolidate SmartSwitch Nigeria Limited, or SmartSwitch Nigeria, for financial accounting purposes. This differs from the equity accounting treatment of our investments in SmartSwitch Namibia and SmartSwitch Botswana.

11. What is the Ghana contract all about?

     In June 2007, we were awarded the National Switch and Smart Card Payment System tender by the Central Bank of Ghana. The tender was issued pursuant to the vision of the Central Bank of Ghana to provide the Ghanaian financial services industry access to a robust technological platform that will allow for the switching of all existing payment instruments and introduce a new biometrically protected smart card designed to deliver affordable financial services to the majority of Ghanaian citizens. We believe this to be the first time that a national electronic payment system will allow so many different technologies to inter-operate with each other for the benefits of all stakeholders.

     The solution will be implemented during fiscal 2008 and is designed to achieve interoperability between all the existing ATMs, POSs and teller terminals owned by individual banks, will deploy new ATMs and POSs which will be connected directly to the new processing system and will introduce our UEPS smart card to be issued by the switch and all Ghanaian banks. The system will also incorporate a card risk management applet as well as the ability to provide biometric protection to PIN-based applications as an additional, but independent, verification process.

     Initially we expected to generate revenues of approximately $19.0 million, excluding travel related expenditures, from our contract with the Central Bank of Ghana during fiscal 2008, however, we have allowed the bank to procure approximately $1.6 million of low margin hardware for its data room from local Ghanaian suppliers. We have agreed that the bank will not be required to reimburse us for any loss of margin and believe that this concession will improve the already strong working relationship we have with the bank. We have received additional hardware orders for point of service terminals and smart cards from the Central Bank of Ghana which we expect will generate revenues of approximately $4.7 million. We expect this additional hardware to be delivered during the first two quarters of fiscal 2009.

     We continue software development and customization activities related to the Ghanaian National Switch and Smart Card Payment System. In addition, hardware required in terms of the tender specifications was delivered to Ghana during our second and third quarters of fiscal 2008. During the first quarter of fiscal 2008, we commenced the process of integrating the Ghanaian participating banks with the National Switch and Smart Card Payment System.

     During January 2008, the Central Bank of Ghana announced that it is mandatory for all financial institutions, including banks, community banks and credit unions to participate in the UEPS national switch. As a result, we anticipate that 169 different financial institutions will join the payment system. The Central Bank of Ghana has also ordered a further 2.5 million smart cards, 5,483 terminals, 1,338 registration workstations, 324 wage payment workstations and have asked us to upgrade all existing ATMs in Ghana to be UEPS-compatible. We anticipate delivery of these additional requirements during the first two quarters of fiscal 2009.

24


     The Ghanaian National Switch and Smart Card Payment System, or e-zwich, was officially launched by President Kufuor on April 28, 2008 and has been publically endorsed by him.

12. What is the Iraq contract all about?

     During the third quarter of fiscal 2008, we signed a contract with a consortium comprising the Iraqi government and local Iraqi banks for the use of our UEPS technology in Iraq. Under the contract, we will provide a customized UEPS banking and payment system to the consortium.

     The consortium selected us as its partner to assist with the challenges currently encountered with the payment and distribution of cash disbursements in Iraq. It is expected that the UEPS technology will also be utilized by Iraqi citizens living abroad, via bank branches in other countries.

     The deployment of the UEPS will provide a ubiquitous platform for retail payment transactions in Iraq by providing interoperability between ATMs, POSs and bank branches. The UEPS technology will provide offline and online transaction processing solutions to enable affordable products and services to be offered to Iraqi citizens irrespective of where they reside. Projects identified include the payment of social grants to war victims, employee salary/wage payments, banking products and financial services. The first project will pilot the solution for the distribution of social grant payments to war victims.

     We expect to commence the pilot in the fourth quarter of fiscal 2008 and 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.

13. 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.

14. 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 August 2007:

    Aug-07     Sep-07     Oct-07     Nov-07     Dec-07     Jan-08     Feb-08     Mar-08  
Revenues (COP '000)   24,740     62,166     82,243     94,126     111,462     118,073     153,191     273,177  
Percentage growth                                                
(month on month)   -     151%     32%     14%     18%     6%     30%     78%  
                                                 
Number of transactions   4,352     12,795     16,746     18,765     20,498     22,999     29,937     43,992  
Percentage growth                                                
(month on month)   -     194%     31%     12%     9%     12%     30%     47%  

The average exchange rate during the eight months ended March 31, 2008 was US$ 1: COP 2,022.

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15. 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.

16. Why is the Net1 Financial Services segment constantly declining in revenue and profit?

     We offer the UEPS-based loans to our beneficiaries with the primary purpose of assisting them to repay expensive loans with other loan providers and to escape the debt spiral that they are trapped in. Once our UEPS-based loans are repaid, we believe that the beneficiaries have an enhanced ability to remain debt-free, or take loans in amounts smaller than the original refinancing facility we offered to them. We believe that once cardholders escape the debt spiral they will have more disposable income to spend, including through our merchant acquiring base.

     Revenues from our traditional microlending business decreased during the quarter due to increased competition, our strategic decision not to grow this business, and an overall lower return on traditional microlending loans as a result of compliance with the National Credit Act, or NCA.

     The NCA regulates fees and interest charged on micro-lending loans and imposes credit check obligations on lenders prior to granting of credit to individuals.

17. 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 $41.5 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.

18. How are you growing the management team?

     During the last year, we made significant progress in strengthening the Net1 management team. Our acquisition of Prism provided us with a pool of IT professionals who have been integrated into the Net1 research and development environment and we now have approximately forty IT professionals who are working full time on the enhancement, customization and maintenance of our UEPS flagship. We have also appointed senior Prism managers to oversee our in-house legal function as well as our Easypay, cryptography, VTU, SIM card development and production activities.

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     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.

     We appointed a vice president – investor relations 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.

19. What is the status of your share buy-back program?

     On May 17, 2007, we announced a share buy-back program for the repurchase of up to $50 million of the Company's common stock at any time and from time to time through June 30, 2008. To date, we have repurchased 40,100 shares of our common stock.

20. 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.

21. 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% and the second phase, expected in calendar 2008 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 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 the third quarter of fiscal 2008.

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     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 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 three and nine months ended March 31, 2008, is deferred income tax expense of approximately $1.9 million and $6.4 million (ZAR 14.1 million and ZAR 45.6 million), respectively, 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 March 31, 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:

    Three months ended  
    March 31, 2008  
          Illustrative  
    Actual     effect (1)
             
Fully distributed tax rate   35.45%     29.00%  
             
Income tax expense before change in fully distributed $ 11,075   $ 9,132  
tax rate            
       Reduction in income tax expense resulting from            
       change in fully distributed rate during the third            
       quarter of fiscal 2008   (5,919 )   -  
                 Income tax expense $ 5,156   $ 9,132  
             
Earnings per share, in U.S. cents   47     50  
             
Net deferred tax liability as at March 31 $ 29,191   $ 5,153  

    Nine months ended  
    March 31, 2008  
          Illustrative  
    Actual     effect (1)
             
Fully distributed tax rate   35.45%     29.00%  
             
Income tax expense before change in fully distributed $ 33,213   $ 26,830  
tax rate            
       Reduction in income tax expense resulting from            
       change in fully distributed rate during the third            
       quarter of fiscal 2008   (5,397 )   -  
                 Income tax expense $ 27,816   $ 26,830  
             
Net deferred tax liability reversal to net income (2)   -   $ 28,034  
             
Earnings per share, in U.S. cents   114     125  
             
Net deferred tax liability as at March 31 $ 29,191   $ 5,153  

     (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.

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     (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, 2007 translated at rates applicable as of June 30, 2007 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.

22. 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?

     On February 20, 2008, the Finance Minister of South Africa announced the decrease in statutory rate of taxation for South African domiciled companies from 29% to 28% for all fiscal years ending on or after April 1, 2008. Once enacted, our fully distributed tax rate will be reduced from the current rate of 35.45% to 34.55% for our South Africa domiciled subsidiaries.

     Once the rate has been reduced to 28%, and if STC is abolished, the effective tax rate for our South African domiciled subsidiaries will be 28%.

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