Araxi Limited ($AXX)
Earnings Call Transcript · June 9, 2026
Earnings Call Speaker Segments
Aimee McNamara
ExecutivesGood afternoon, everyone, and thank you for joining us for Araxi's annual results presentation for FY 2026. I'm Aimee McNamara. On behalf of our Chairman, Michael Pimstein; our CEO, Brad Sacks; and our Chief Financial and Value Enhancement Officer, Sjoerd Douwenga, we thank you for joining us. It has been a significant year for the group. As many of you will know, this is our first full year results presentation under the Araxi name following the group's rebrand from Capital Appreciation in 2025. The year reflected a combination of disciplined execution, meaningful strategic progress and important change, including the recent conclusion of the Pay@ acquisition, which we believe adds exciting growth potential to the group going forward. Before we start, I would like to remind everyone of the customary safe harbor statement, which will be included at the end of the presentation. Additionally, please remember to add your questions to the chat as we go through the presentation, and we'll address once concluded. With that, I will hand you over to Brad Sacks, who will take you through the group's FY 2026 performance, strategic progress and outlook. Brad will then be followed by Sjoerd Douwenga, who will provide more detailed overview of the group's financial performance and key metrics for the year. With that, Brad, I hand over to you.
Bradley Sacks
ExecutivesAmy, thank you very much, and welcome to everybody, all of our shareholders and those who are following us. I would also particularly like to welcome members of the Pay@ team who joined us for the first time as employees of the Araxi Group. We're delighted to have them on board. We had a fantastic 2-day session over this past weekend, and we look forward to the things that we can do together going forward. The outline of the presentation is going to follow a similar theme to what we've done in the past. And Sjoerd will run us through the financial performance. We have a lot of stuff to get through. So I will talk quickly, and we will open it up for Q&A at the end. You can see the evolution of the group with the addition of Pay@. We have taken the software division and consolidated the responsive business into Synthesis. So that is no longer reflected separately. But the group and the people are still within the ambit of Araxi and still delivering value, and we're delighted with that outcome. So our investment case continues as we have said in the past. We have a very strong foundation on which to grow. We have done most of that organically and most recently with a large acquisition. The sectors in which we operate have very solid, strong growth characteristics. which give us a tailwind for what we're doing. The market opportunity that we're focused on is increasing, and we are looking at international markets. So in terms of headroom and growth, we think that the opportunity is large. In terms of our relationships and our credibility, we have a good grouping of blue-chip clients who recognize the value that we deliver and continue to support us. We believe that we add value, and we think through value delivery, we will continue to expand those relationships. Behind the organization is a highly talented pool of people, and it is through their dedication that we're able to deliver what we do. The business that we have scale in size, and that's through demonstrated leadership and it speaks to the track record that we have. As an organization in a dynamic space, we are very focused on ongoing investment, and we invest in our future. And we don't show from that. We're not running these businesses to milk them for cash flow in the short term. We continue to invest in our growth going forward. The acquisition of Pay@ presents a fantastic platform for us to expand and deliver some of the resident value that we have within our software team to help expand and enhance that business. and we look forward to what we can do there together. The businesses are cash generative. The way our business models are resilient to economic cycles, and we have a substantial amount of recurring revenue, which helps us with some predictability. Notwithstanding the ZAR 800 million of debt that we just borrowed to execute on the Pay@ transaction, we continue to have a healthy balance sheet, which positions us well for growth going forward, both by way of organic and acquisitive opportunities. The last year has been a very busy year for us, and it has been in a tough market. We have made some progress against strategic priorities and operationally. From a strategic perspective, as Aimee identified, we did change our name to Araxi. And this rebranding, we think, has gone exceptionally well. Not only has it been embraced by the market and our clients, but it has galvanized all of our different business units under a single purpose. We have a philosophy of Araxi first, and we are very pleased with that outcome. The acquisition of Pay@ was a long process. It was a complicated transaction. It had multiple parties, but we are delighted that it became effective Friday a week ago. And we have already had strategic sessions on how we are going to leverage the respective skills in the businesses. These results do not reflect any contribution from the Pay@ team, although we have given a set of pro formas to demonstrate what the effect would have been had we owned Pay@ for the full year. From an operational perspective, our execution strategy in payments continues and is proceeding well. It hasn't changed since we started. We have a strong pipeline. We are developing new opportunities and the Halo Dot implementation is proceeding exceptionally well. We will talk about that a little bit later, but we anticipate being in a position to start revealing some of the revenue that the Halo Dot initiative is generating in this fiscal year FY '27. In the Software division, you know that we undertook a restructuring. Those initiatives have yielded cost savings at a run rate of about ZAR 40 million on an annualized basis. It was implemented during this period, and we have also implemented a revitalization of our sales initiative, which has given rise to some really good momentum in H2 of '26, which we'll talk about. Across the group, we have been maniacally focused on cost management, and that is across all elements, and we continue with our commitment to BEE. All of our efforts have been recognized by various organizations, and we have achieved some really pleasing awards. News 24 Statista recognized us as one of South Africa's fastest-growing companies. The Financial Times recognized us in that capacity across Africa. We have achieved certain designations and accomplishments within the AWS universe. Intelligent ICT has given us the Intelligent Software Vendor Award for 2026. DigiCloud Google Africa Rising Star of the Year for 2025 and MyBroadband for 2026 has recognized us as one of the most trusted software development companies I have gone through those each deliberately because they are real accomplishments and that doesn't help happen without focus, dedication and commitment. And I want to make sure we recognize that and the team is responsible for that effort. We are introducing a concept of underlying earnings and underlying metrics for purposes of these results. The reasons that we are doing that is to provide investors and users of our financial statements with a more acute appreciation of the actual operational performance of our businesses and the year-on-year comparison across those businesses. There are a number of events that we have made the adjustments for this year. The most notable ones are on the right-hand side. We have an obligation to fair value gains and losses of our investment in affiliates. Those reflect the appreciation in those underlying businesses, but they are not operational. So we adjust for those. In this period, we had to absorb some costs associated with the PA acquisition. We -- those are one-off costs. They are nonoperational, and so we have reversed those out. It's important to remember that none of the Pay@ financials and its performance are reflected in these results. In software, we had a restructuring charge which we needed to recognize for the initiatives which we undertook. That too was a one-off charge of about ZAR 10 million, which has given rise to significant run rate savings, as I indicated. We also had a multiyear contract in software last year, which has made year-on-year comparisons difficult to understand. And so we have normalized for that to be able to demonstrate what our run rate performance looks like. And in payments, we made one adjustment. We do lease terminals, as you understand. And the interest income that we get on those lease payments have been characterized as income as opposed to just interest and therefore, included within EBITDA. It's important to note that in these financial -- in this financial period, we had a large terminal order, which we weren't able to fully execute upon because of some delivery delays. Those have ran over year-end. So as a result of cutoff, they are not included in FY '26 results, but will be included in FY '27. Those terminals have already been delivered and invoiced, and I think we probably get paid next week for them. So overall, those are the adjustments that we've made. What we are going to do for purposes of most of the comparisons, we're going to focus on the underlying data as opposed to focusing on the as reported because the as reported are distorted by those items that I just went through. So in terms of highlights, cash flow from operations was at ZAR 260 million, which is up 25% on last year. And cash is not adjusted for. It is an actual number. When you look at what's in the bank account, it's very easy to to administer and adjudicate. And that to us is a good reflection of the health of our business. The terminals in the hands of clients, our terminal state has increased by just under 5.5%. We are now just under 450,000 units with an expectation that in the not-too-distant future, we will be at 0.5 million units in the field. The recurring payments license fee, which is a measure of our scale and the focus that we have on payment software is up by more than 31%. That is, for us, a really good measure of the performance of the payments business. And to demonstrate the success that we've had in executing on our software restructuring, the increase in the underlying EBITDA in our software division ended up at the end of the year, up 77%. That to us is an indication of good top line growth, focus of our team on clients and delivery and expense management. So congratulations to all of them. We have had the material reduction in operating expenses as we had indicated, we've got good sales momentum as we exit FY '26 into '27. We have a number of key client wins, many of them giving rise to multiyear agreements. and we are much more effective with the capacity that we have and getting a higher utilization of our team. So overall, we've got encouraging performance. Earnings per share on an underlying basis are up 10%. This is in contrast to the reported basis, which is down 18%. And dividends, we have a dividend of 7.5% for the second half of the year, which takes us to dividends of ZAR 0.12 for the full year. We had ZAR 327 million of cash on the balance sheet at year-end, ZAR 200 million of that we have used to pay part of the purchase consideration in connection with payout. So here is an analysis of the underlying headline earnings per share. We've got the reported revenue. You can see that there was a decrease. We've made some adjustments for the underlying revenue to adjust for the software contract. So overall, underlying revenue was down 3.6%. With the adjustments that I spoke about, EBITDA -- the adjusted underlying EBITDA is up 5.9% with underlying headline earnings per share up by 10.1%. So we think that this is a much better indication of the health of the business, what we are doing from an operational perspective and the operational success we've had in this year is much better explained by these numbers than by the as reported numbers. So I will leave it at that, and Sjoerd will be able to give more detail should there be a need to do so. Again, looking primarily at the underlying metrics, which are the ones that are designated by yellow. Revenue was down slightly. EBITDA was up at ZAR 283 million. Our EBITDA margin has increased. That's primarily a result of the mix of service and the better efficiency that we're getting out of the software division and cash flow from operations was just under ZAR 260 million, up 25%, which we're very pleased with. So thematically, what is happening in our sector is there are a number of big trends that are affecting our customers. There are regulatory changes, there are new providers who are entering the market, which is creating new competitive pressures on the incumbent financial service providers. The announcement of the bank by PEP Revolut coming into the country starts to make South African banks recognize that they may, from a technological perspective, be behind the curve and they need to invest in their infrastructure and capability. There is also a trend of convergence between telecommunication services and financial services. And you have seen a number of the financial services companies offering a connectivity capability through an MVNO, mobile virtual network operator to their customers. The one that has drawn a lot of attention is the announcement by Capitec to its customers. They are not only providing subsidized handsets, they are also providing data packages. And effectively, that's allowing everybody who is the customer to have their bank in their hand all the time, and it is creating new challenges for some of the existing incumbents. There is also a lot of modernization and new technologies, which are being introduced. And so what this does, it provides opportunity for the Araxi group of companies to work with the new entrants which grows opportunity and to work with the incumbents to help them modernize to become more effective. And so we think it's a very dynamic and fertile ground for us as an organization. I have taken a slide out of the Capitec investor present -- no, sorry, this one wasn't from Capitec. This was a LinkedIn posting by Gareth Vallentyn, which I thought was really interesting in looking at the primary source of income of some of South Africa's larger banks. And what was very telling to me is that the noninterest-related revenue is a much larger portion of banks that are more technologically forward leaning. And Capitec is probably the prototypical example of that -- and I thought it is an interesting way of thinking about what a modern technology stack does for financial service provider. It's not only providing traditional financial services, but it's creating an ecosystem for their customers and clients within which to operate. Another slide that was taken out of the Capitec presentation, which is to demonstrate that there is continued movement towards digital currency is the growth of payments. Half of all payments are non-cash which is up 23% and cash is up only 10%. So cash is not going away, but digital payments continue to grow, and it speaks well of the opportunity for the Araxi Group of companies. In terms of the strategy that we have for our payments division, this set of bullet points hasn't changed over the course of the last few presentations. It is serving us well. The team is executing against it. The 2G and 3G migration looks to be a little bit delayed, but it will continue and will present further opportunity for us to expand. We have previously told you about our MicroPOS solution, which is a business in a box effectively for smaller merchants. We have had over 90,000 downloads of the MicroPOS solution onto customer terminals. And we think that's a really interesting demonstration of the need and demand for good solutions at point of sale, particularly in the SME and micro merchant environment. So now we turn to Halo Dot. If you look at the map, you can see what looks like a world with chicken pox. We are growing dramatically in the number of installations, implementations and deployments across the world. This is a true example of the power of software where you're not geographically constrained in any way. We are hopeful that we will actually get some customer announcements over the course of the next few months. And you can see that we are virtually on every continent. We're not in Australia, but we're in Asia, we're in the Caribbean, we're in Europe, we're in the Middle East, across Africa, South America and North America. And it is also a testament to the flexibility of the application of the SoftPOS technology within the Halo Dot environment. So what we did is we started obviously on the Android platform, as you have heard us talk about in the past. We have been recognized as a gateway service provider for Apple, and I will shortly talk about the deployment of that in South Africa. But we are moving towards being operating system agnostic, and we look forward to introducing other iterations of the Halo solution, which will help us expand our presence globally. Tap to Pay on iPhone was something that was announced with much fanfare about 2 weeks ago. It is the first deployment of Tap to Pay on iPhones in South Africa. It is a solution that Halo Dot through its MSP relationship with -- or GSP relationship with Apple was able to facilitate. Paycorp is the identified acquirer for a major retailer, and we were very pleased with how this unfolded. We were able to do it in very short order and puts us in good standing for further deployments elsewhere around the world. In terms of LayUp, we have indicated in the past that this is in start-up mode. It is a young company. We haven't disclosed financial information about it. But you can see across the metrics that the business is making significant progress, both in terms of the customers, its own revenue, its gross profit, active merchants. It is a solution which has got a lot of applicability and its presence in retail is starting to become more meaningful. It entered into a relationship with Absa to make LayUp a value-added service on Absa terminals. That is unfolding as we speak and speaks well of the future for LayUp. So as you know, we announced and implemented recently the acquisition of 80% of Pay@. It now forms part of our payments division. Two of the shareholders who own approximately 10% each remain as shareholders with us. We are very pleased to have them. They are very reputable businessman out of the Stellenbosch area, but we do own 80% of that business. When you look at the purchase price against the EBITDA for the financial year, which we had diligence and we understood the transaction was done at a multiple of a little less than 8x, which we think is a compelling proposition with the debt that we have at a group level on a net debt basis that Arexi has just less than 1.6x net debt to EBITDA post the closing. So a very, very good transaction for us. As I said, we spent the weekend with the team from Pay@. I specifically welcome all of Pay@ again to the group, and we look forward to what the future holds. You have all likely used Pay@, and I'm going to give just a quick overview of what the company does, whether you've used it to pay a DStv bill at Pick 'n Pay, traffic truck find the ShopRite, send money to family members. You've done QR code scanning for certain bill payments. You have used -- you have withdrawn cash at PEP. All of these things are done on the Pay@ platform, although it is relatively transparent to you as a user. As a reminder, the company transacted over ZAR 60 billion worth of transactions in the last 12 months. This is an enabling platform that is ubiquitously available across South Africa. We think that it's pretty difficult to replicate this type of footprint. We are excited about what other solutions we can provide through this network and look forward to talking to you about those at future presentations. Its track record is good and solid, and we reiterate that the way Pay@ generates revenue is both on transaction volume and transaction value. And so it is a growth and are pleased with. From a financial effects perspective, what this does to the Araxi Group is important on again, pro forma for FY '26, our payments business represented 56% before the transaction and now represents 66% of revenue with the Pay@ transaction. From an EBITDA perspective, the software division was relatively modest this year. So these numbers are a little bit distorted, but you can see the marked impact that Pay@ has on the overall performance of the EBITDA. On a pro forma basis, the group generates just a hair under ZAR 1.5 billion. So we just recently crossed the ZAR 1 billion mark in terms of group revenue. We very quickly catapulted to ZAR 1.5 billion. And from an EBITDA perspective, pro forma, we are up 54% with with EBITDA of ZAR 430 million. Of that, we have to take into account the 20% of that we don't own. So attributable EBITDA is ZAR 400 million. The margins for the group increased from 24% to 29%. We've got relatively modest debt. And as a result of this, we have improved EPS and ROE metrics. So you can see the financial benefits of the transaction as evident through these slides, and we will continue to update you in future periods. It is a compelling opportunity for a number of reasons, given the lots of other things I have to talk about, I'm not going to go through these, but you can look at them in your own time. But so far, through the work that we've done already, there's nothing that we anticipated that is not going to be better than we anticipated. From our software perspective, from our software division, we have integrated the businesses more. The responsive business is now part of Synthesis. The teams remain integrated into the Synthesis business, and we are looking to present a unified solution and offering to our customers based on the resources across the division. We have areas of real expertise. We have a track record of more than 25 years in doing the work that we do. We are experts in complex large-scale opportunities, and we are enterprise focused. We have significant depth in certain verticals, financial services being one, retail being a second, telco hospitality and most recently, we have expanded into the health care space with a number of different initiatives. We bring tremendous expertise to this business with a good cohort of software engineers and developers. And we -- as we have shown you in the past and we spoke about today, our work has been recognized by some of our customers as well as independent publications that adjudicate these measures broadly across the market. We were very focused or we recognized and we indicated that we needed to undertake a reset of the software division to improve the performance. There were a number of initiatives and steps that we took to do that. The -- one of the important ones was to make sure that we had honed and sculpted the roles and responsibilities of the leadership team. Ultimately this is all about accountability and driving relationships with customers to encourage them to award us more opportunities. We undertook a headcount reduction we had a voluntary separation, and that resulted in the savings that I indicated of ZAR 40 million on a run rate basis. We are very focused on cost management. And now with this revised structure, we are very focused on optimizing the deployment of our resources and making sure that we manage them efficiently. From an external perspective, there were a number of things that we did, which were primarily revenue generative in how we thought about things. We enhanced the relationships that we have with strategic partners and ask the same of them. This allowed us to be more effective on a handful of targeted opportunities, and we are focusing our efforts on opportunities that are platform in their orientation, and I will walk you through one of those examples shortly. As you know, we often provide use cases, and that's the best way of demonstrating what we do. Our growth strategy is to continue working with our partners. As we have indicated, we are looking to grow our annuity revenue through product development and software licensing on proprietary software that we have developed. We continue to focus on new emerging technologies. Early exploration of AI opportunities has stood us in good stead. We continue to deploy it internally for purposes of maximizing efficiency and helping our teams excel and we are using it as well with clients in delivering services for them. We had given you an example of that before. And so that's where we are using AI to help us grow, and we are continuing to look for international opportunities to expand, and we are doing that out of our office in Amsterdam. This is an example of where we have used a problem to develop a piece of proprietary software, which give rise to recurring license revenue for us. Within the South African environment, regulated industries have an obligation to report to SARS on a periodic basis. Currently, it is biannually, but there is a probability that it moves to monthly. If it moves to monthly, the burden that clients have to incur is going to be felt much more acutely. And so that presents more opportunity for us. So what we did is we had a single client to recognize that they had this problem. We developed a piece of software, which was bespoke for them to file their regulatory reports. And we then turned it into a platform which we offer across the economy. So we have over 42 million account holders who are processed through our system biannually at the moment. That means that translates into over 128 million unique accounts. Each holder may -- each account holder may have more than one account. And that is 18 clients across the South African economy. And those are the 18 largest, most sophisticated financial institutions that has a huge obligation around this reporting and through the system have automated it so that it is correct. It is correct the first time. It is delivered -- the reports are delivered on time because there are fines associated with nondelivery or with errors. And so this is an example of Synthesis proprietary technology, which is licensed. It's another example of the development that we did with Halo, where we did it in the first instance for a client, and then we have commercialized it more broadly. So there are a number of other opportunities like this that we have worked on and we will continue to expose to you over time. But this for us is a really good opportunity and helps drive margin because the development work is done and you've got relatively little incremental cost for each incremental customer that you add to the system. As another case study, here is an example of some AI applications that we did for a large financial institution where we use optical character recognition together with AI to help process loan applications much more efficiently. And if you look at the block that talks about benefits, I won't go into the technology that's less important. But if you look at the benefits, we had 2 separate teams that employed the solution. Team 1 reduced the processing time that they had from 2 hours to under 30 minutes. And in Team 2, for their purposes, they reduced the time from 5 days to a little under a day. Those are just huge benefits, which is an estimated 66% reduction in their costs and hours and operating metrics which allows you to get a sense of what the return on investment is for a project of this nature. So really good work and innovative thinking by our team. Asset Pool is a business that you know we have a minority investment in. They too are in an early stage of development, and we haven't released financial information on them, but we have given some indications of the progress that the business has made. The one item -- the one block I'd like to point out here is the company was able to secure CAD 120,000 of non-dilutive funding to help enhance their active help fund the enhancements that they're making to the platform. I think last time I mentioned that they've got an initiative underway called AssetPool NOVA, which is the next generation of the platform and that CAD 120,000 is designated to drive the AssetPool NOVA deployment. So we're pleased with how they are progressing as well. With that, I will turn you over to Sjoerd, who will walk you through the financial performance.
Sjoerd Douwenga
ExecutivesThank you, Brad. To start with, I will go through the segmental results for both payments and software, and then I'll conclude on the consolidated results. Brad, if you just flip the page to the next slide. On our payments business, the segment continues to make really good progress in diversifying revenue streams away from pure hardware sales, but also into recurring revenue, which is a really exciting revenue stream, especially the terminal software licenses, and I'll talk about that more on the next slide. We've seen and Brad has spoken about the lower terminal sales revenue, and those were really as a result of 3 factors. The first one was the delay at year-end due to a large terminal order that couldn't be delivered before year-end. That has obviously been delivered in Q1 of 2027. We've also seen lower terminal prices overall, and there has been a mix shift to lower terminal -- lower devices. There is a growing interest in lower-tier market segments, more affordable devices. As a payments business, we have introduced really good products within the space, and we're very excited about that opportunity for the future. The payments year-on-year, quite impressive reduction in overall expense base through a very disciplined approach to managing the business. From an underlying performance perspective, and what we've done to do the underlying for the segmental is just allocate the respective adjustments to the various segments, as Brad presented previously. But revenue was down 6%, largely due to the delay in the order, which we've discussed. And from an EBITDA perspective, relatively flat, a combination of lower hardware sales offset by an increased recurring revenue base. And we've obviously not adjusted for the hardware delivery that's in 2027. If we can move to the next slide, as I mentioned, payments achieved very good growth in recurring revenue. Key metrics continue to improve well. So although outright terminal sales were down 25% year-on-year, bearing in mind the delay in the order that we keep referring to. The terminal estate still grew 5.4%. And that element continues to drive terminal license fees and related services. So that was up 31% from the prior year, which is really good. The other benefit of the recurring revenue stream is that it is higher-margin business. And as such, we've seen an improvement in the EBITDA margins of 130 basis points from 2025. The terminal rental income has declined marginally. It's not such a major part of the business at the moment. And I think what is exciting is the overall recurring revenue up almost 10% from last year. And the recurring revenue as a percentage of total revenue is now reaching mid-60% for the business. So that's very good. If we move on to software, I think what we are -- what we've tried to do in analyzing the underlying performance is to evidence with clarity that the remedial actions that we've taken within the software division is taking effect. Those included headcount reductions, strict cost controls, but also immense focus on building out quality pipelines and improving our overall pipeline in the business. The headcount reduction and cost control yielded more than on an annualized basis, EUR 40 million in run rate cost savings, which really sets the business up well. Business is rightsized and just creates a much more efficient operation overall. We've seen sales pipeline strengthen noticeably towards the period end. We've also signed multiyear contracts which will continue to support revenue into the future periods. If we look at the comparisons between revenue and EBITDA from reported to underlying, it is impacted quite significantly by the large software contract. If we strip out the impact of that large software contract, it exposes a 77% increase in underlying EBITDA for the division, especially strong second half of the year, and that is really encouraging as we head into 2027. If we go to the next slide, just in terms of the breakdown of revenue streams. Security hardware and third-party license traditionally has been, I suppose, a bit, not as stable. So last year, we saw great high demand for third-party license fees in cloud, especially in H2. Our license and subscription fees relatively stable once we remove the impact of our software contract. Our services and consultancy fees were down 6.8%. But I think importantly, the cost base was down by an even greater amount, as you can see on the bottom right-hand graph. And therefore, where the business is currently and certainly going into FY '27 with a healthy pipeline, the utilization rates within this business is certainly nearing our targeted levels, which is a great much improved position from a year ago. If we move on to the consolidated income statement, revenue decreased a combination of mainly 3 factors, terminal sales being slightly down, software or payment software loss in fees compensating for that. And then obviously, on a reported basis, the big software license fee signed in 2025 does distort the 2025 numbers. That also plays out in the gross margin as well as the EBITDA margin contraction. It's really a result of that software, that large software component. We do still recognize other fair value gains on our convertible loans. There has been some further advances on convertible loans and we've seen underlying equity values of the investee entities continue to grow as their businesses mature and that has translated into some further gains on these businesses on our balance sheet and our income statement. I think more importantly or more interestingly, if we look at the pro forma, including PAT as if it were consolidated for the 12 months, I mean the metrics are quite strong with revenue increasing by 27% gross margins lifting to about 51% EBITDA to about ZAR 430 million on a pro forma basis. EBITDA margins touching close to 30% and a profit before tax of ZAR 315 million, an increase of 28% on the prior year. I think on the next slide, we do try to show the attributable element of. We own 80% of the business. So there is a 20% minority. So taking the minority out of the earnings still results in I suppose from a management view, an increase of between 18% or 19% and 20% across all metrics. I think importantly to note, just in the way that we do approach the pro forma as a management view is that this includes any debt associated cost of interest associated with the debt that was raised with the acquisition. It includes all the full year or 12-month performance of Pay@, but it does exclude non-cash amortization of intangible assets that were raised as part of IFRS 3 or will be raised as part of the IFRS 3 accounting and it also excludes once-off transaction cost. But on this basis, obviously, a really pleasing outlook for the group. If we move on to the group balance sheet, really not that much to reflect on. There's been some movement between non-current and current assets, and that really relates to the timing of convertible loans where convertible loans were previously classified as non-current, some of them have moved into current. And other than that, really just a decline on cash and cash equivalents. And once we get to the cash flow statement, it really relates around the shares that we have purchased or repurchased in the market over the last 12 months. What our balance sheet does not include at this point is obviously a fairly sizable debt raise that we have done as well as ZAR 200 million in cash that we have paid away as part of the Pay@ acquisition. Post closing, net debt to EBITDA was below 1.6x, which we feel is a very comfortable level, especially for a highly cash-generative business like ourselves. So if we look at the terms of the funding on the next slide, the fund has -- was Investec Bank. The facility is ZAR 800 million senior secured facility with quarterly repayment terms. Our rate is on plus 216 basis points. So JIBAR has fallen away and obviously ZARONIA as the reference rate. Our covenants is a gross debt to EBITDA. We have to stay below 2.5x. That steps down by 0.25x annually until we reach 2x. So in 3 years' time, we need to be -- we need to stay within 2x as a debt service cover ratio. The requirement in excess of 1.3x. Post closing, on a pro forma basis, Araxi still has significant headroom on the covenants. And we are also in conversation with Investec around extending some revolving credit facility to the group. And I just want to pause here and just quickly thank the Investec team, Andrew, Shaun, Kerry, [indiscernible]. If I missed anybody else on the deal team, apologies, but just a really big thank you. You were there from day 1, and you gave us the ability to navigate the deal with a great deal of confidence. So just thank you very much for that. Last point I want to make on the acquisition funding is just it is -- it will be tax deductible. So if you are modeling that, just bear that in mind, please. From a cash flow perspective on the next slide, I mean, really, a couple of standout features. The first one is just the overall cash generated from operations up 25% to ZAR 259 million for the year. So really healthy cash generation. If we look at the other standouts, it is probably just the amount that we have spent on the next slide on the repurchase of shares. So we have continued to buy back shares where we felt there were sufficient liquidity and the pricing was what we felt good enough to warrant the capital being allocated. And then we also had a share repurchase liability. So we bought back 18 million shares and canceled them. So a combination of those 2 elements was a $60 million outflow for the year. And then special for the dividend, Brad mentioned it already. Given the strong cash generation for the year, that's enabled us to keep -- to declare a $0.075 per share dividend as a final dividend and keeps us flat for the year at $0.12. And with that, I will hand it back to Brad for the prospects.
Bradley Sacks
ExecutivesGreat. Thanks, Sjoerd. I think you will all -- you will not be surprised when I talk enthusiastically about our prospects and what the future looks like for us going forward. The opportunity set that we have in front of us is enlarged. The acquisition activity that we've seen, we have been very deliberate about it. There are a number of opportunities that we continue to look at and evaluate. Those will each be assessed on their own merits, and we will continue to drive for opportunities that we think are materially accretive. The economic climate within which we're operating is obviously challenged not only by domestic and macroeconomic issues, but international, global and macroeconomic issues. Those will be taken into account in our thinking, and we'll try and manage the risk of those as best we can. And we will continue to execute on the pipeline of opportunities that we have developed, that we have done through organic means in collaboration with our clients and our customers. So overall, we think the business is well positioned. I reiterate that we get to a point where we think there is a difference between the state of the business and the reported results, which is why we have created these underlying metrics for you to consider. Overall, the payments business is very healthy and continues to advance and execute nicely and well. The software business has turned the corner and is operating again on a trajectory that will tend towards historic performance levels, and we are pleased about that. And we are delighted about the opportunities that the Pay@ acquisition provides us and look forward to executing on those, not only with the banking customers who are -- who have a relationship with Pay@, but the retailers as well. We, as an organization, Araxi consider ourselves to be enablers the Pay@ business model itself is an enabler, and we think there is great harmony in how we and they think about the business. So with that, I want to thank all of our staff and our team members who've been involved in help us deliver on each of these things. A special thanks to our finance team who has helped execute the Pay@ transaction to our Board members, our customers and our shareholders for your continued confidence in us. So with that, Aimee, I'll turn it back to you, and we can open it up to Q&A.
Aimee McNamara
ExecutivesThanks, gentlemen. I have a handful of questions, and I'll just take them as I read through on the platform. The first one here is from [indiscernible]. And he says, with growth of fintechs that drive bank retailer integration to give customer benefits, how is Araxi seeing itself? By being a key integrator between these sectors.
Bradley Sacks
ExecutivesSo that is core to our series of initiatives and activities is how we deliver more value to our banking customer. The software that we have on the terminals that we have at retailers is designed to minimize the friction cost or the friction and optimize the experience. If there are more opportunities for us to uncover, we will do that. We have long believed in value-added services, which are software related and software enabled, and that is a core competence within the group, and we'll continue to do that.
Aimee McNamara
ExecutivesNext question from the same individual is how do you view opportunity to create a unified data and AI platform across enlarged groups as Pay@ as a large transaction processing ecosystem?
Bradley Sacks
ExecutivesSo the data opportunity within the Pay@ ecosystem is something that we have spent a fair amount of time thinking about. It is an area that we think presents a lot of opportunity for us. It's not to market the data itself, but it's to derive signals from the data. One of the themes within the group in the last year has been discern signal from noise. And that is what we want to do with this data, determine how much of that data can be converted into something which is value enhancing for our customers things that we can do to enhance the capabilities and platform of Pay@ itself. And we will continue to explore that because there is a really significant data -- pool of data within the Pay@ ecosystem that needs to be analyzed carefully.
Aimee McNamara
ExecutivesWith regards to AI innovation, data quality, cybersecurity and regulatory compliance, what governance mechanisms do Araxi have in place?
Bradley Sacks
ExecutivesSo we are fully copy compliant. we have what we consider to be the highest level of security we can muster. There is limited data that we ourselves handle in the Pay@ context now that is different, but the question was as it relates to Araxi. So in Araxi, the data, the personally identified data is limited, but we are hyper focused on security, and we have a security competence, which demonstrates our understanding of the security risks from AWS as part of our portfolio of certifications. So I think we are well positioned to continue to protect our interest there.
Aimee McNamara
ExecutivesAraxi eventually monetize intelligent data, fraud analytics, AI agents and embedded financial insights as distinct platform offerings across its customer ecosystem given that Araxi now operates at the intersection of payments, software, cloud, AI and financial services?
Bradley Sacks
ExecutivesSo I have a one-word answer, and I have a longer answer. The one-word answer is yes. The longer answer is it's a complicated analysis in making sure that we continue to comply with POPI and we don't violate any of the rules and obligations that we have as an organization. But there is absolutely enormous signal out of the data that we have that can be used to enhance decision-making by parties within our ecosystem.
Aimee McNamara
ExecutivesFrom Clear Equity Investments puts the following question to us. In light of the payments ecosystem modernization program, how is Araxi positioning its products to remain competitive? And where do we see the biggest upside or disruption in the current model?
Bradley Sacks
ExecutivesSo the ecosystem modernization program is ongoing. It is fluid. We are participants in that initiative with Saab. We have people from our software division as well as our payments division who sit on those councils. I know the Pay@ team also has representatives that are sitting on those councils. So we are acutely focused on what the consequences of those changes are and what opportunities it presents to us because within every change is an opportunity. And so we will continue to evaluate it. I can't tell you exactly what we're going to do yet. But within this continued disruption and evolution, we will continue to be a meaningful player.
Aimee McNamara
ExecutivesHow are we thinking about integrating the Pay@ and Araxi teams in a way that accelerates exponential innovation rather than simply operational integration?
Bradley Sacks
ExecutivesSo this is not an exercise of job elimination and redundancy within either of the teams. The purpose of the acquisition was -- or the thesis of the acquisition was growth related. We will continue to support the teams. They are businesses which have current customer bases and operations. So we'll continue to run as businesses, but we will look to find areas of common interest and cooperation in a very proactive and productive way. As I mentioned, we just spent 2 days together on Saturday and Sunday with that specifically in mind, and we will continue to do that. There are a number of solutions that we have that are AI-driven. So for example, last results, I spoke about the Capitec fraud detection system to avoid fraudulent payments where they had indicated that they were able to avoid about ZAR 300 million in fraudulent payments. In their most recent results in April, they spoke about that increasing to over ZAR 600 million. That fraud detection engine is a synthesis applied AI engine, and we will apply similar technology and capabilities into the Pay@ infrastructure. There are other pieces of technology and know-how, which we will deploy as well. And each of those, we hope will accelerate and expand the capabilities and profitability of the Pay@ platform.
Aimee McNamara
ExecutivesI think final question, Brad, from [indiscernible] at Marble Rock. What can we expect from dividend growth and payments for the coming years with the new debt responsibility?
Bradley Sacks
ExecutivesWell, we will look at how the business is performing, and we will also look at what our capital needs are to continue to fund those. We have been conscious of making a dividend payment. We will continue to be conscious of that in terms of capital allocation. I can't give you a number in terms of growth, but it is something that is foremost in our mind when we look to report our financials and declare a dividend.
Aimee McNamara
ExecutivesThat's all the questions on our platform, Brad.
Bradley Sacks
ExecutivesExcellent. So Aimee, thank you for hosting us again. Sjoerd, thank you for all of your efforts, particularly in the last few days to the rest of your team as well. I want to thank all of you for joining us. Thank you for coming to this call, your questions and your continued interest, and we look forward to engaging with you over the coming days and in coming months.
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