08/21/2024 | Press release | Distributed by Public on 08/21/2024 07:26
Item 5.07.Submission of Matters to a Vote of Security Holders.
At a special meeting of the shareholders of Lesaka Technologies, Inc. (the "Company") held on August 21, 2024 (the "Special Meeting"), the Company's shareholders approved the following proposal, which was set forth in the definitive proxy statement for the Special Meeting that was filed with the Securities and Exchange Commission on August 2, 2024. The final vote tabulation for the proposal is set forth below.
The Share Issuance Proposal. To consider and vote upon a proposal to approve, for purposes of Nasdaq Listing Rule 5635, the issuance of shares of the Company's common stock pursuant to the terms of the sale and purchase agreement, dated May 7, 2024, by and among the Company and the shareholders of Adumo RF (Pty) Ltd. (the "Share Issuance Proposal").
Votes For |
Votes Against |
Abstentions |
39,191,259 |
2,093,927 |
10,316 |
There were no broker non-votes on the proposal.
Cautionary Statement Concerning Forward-Looking Statements
Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding the intent, belief or expectations of the Company and can be identified by the use of words such as "may," "will," "should," "would," "will be," "will continue," "will likely result," "believe," "project," "expect," "anticipate," "intend," "estimate" and other comparable terms. These forward-looking statements include statements about future financial and operating results; benefits of the transaction to shareholders, employees and other stakeholders; potential synergies; the ability of the combined company to drive growth and expand customer relationships; the financing of the transaction and other statements regarding the transaction. Lesaka's expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those expected, including but not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the sale and purchase agreement relating to the proposed acquisition; (2) the ability to satisfy all conditions to completion of the proposed acquisition, including obtaining regulatory approvals; (3) unexpected costs, charges or expenses resulting from the transaction; (4) the disruption of management's attention from our ongoing business operations due to the proposed acquisition; (5) changes in the financial condition of the markets that the Adumo serves; (6) risks associated with the Adumo's product and service offerings or its results of operation, lower than expected growth in Adumo's transactions processed; (7) the challenges, risks and costs involved with integrating the operations of Adumo with Lesaka; and (8) Lesaka's ability to realize the anticipated benefits of the proposed acquisition.
These forward-looking statements are also subject to other risks and uncertainties, including those more fully described in Lesaka's filings with the Securities and Exchange Commission. Lesaka undertakes no obligation to revise any of these statements to reflect future events.