Description of registrants securities

EX-4.2 2 ex42.htm EX-4.2 ex42
Exhibit 4.2
DESCRIPTION OF THE REGISTRANT’S SECURITIES
REGISTERED PURSUANT TO SECTION 12 OF THE
SECURITIES EXCHANGE ACT OF 1934
As
 
of
 
September
 
12,
 
2023,
 
Lesaka
 
Technologies,
 
Inc.
(“Lesaka”
 
or
 
the
 
“Company”)
 
had
 
one
 
class
 
of
 
securities
(“common
stock”)
registered under Section 12 of the Securities Exchange Act of 1934, as amended.
 
 
DESCRIPTION OF COMMON STOCK
 
The following
 
description of
 
the Company’s
 
common stock
 
is a
 
summary and
 
does not
 
purport to
 
be complete.
 
It is
 
subject to
 
and
qualified
 
in
 
its
 
entirety
 
by
 
reference
 
to
 
the
 
Company’s
 
Amended
 
and
 
Restated
 
Articles
 
of
 
Incorporation
(“Articles
 
of
Incorporation”)
 
and its
 
Amended
 
and Restated By-laws
(“Bylaws”)
, each of
 
which are
 
incorporated by
 
reference as
 
an exhibit
 
to
the Company’s
 
most recent
 
Annual Report
 
on Form 10-K. Lesaka
 
encourages you
 
to read
 
its Articles
 
of Incorporation,
 
Bylaws and
the applicable provisions of the Florida Business Corporation Act
 
(“FBCA”)
 
for additional information.
General
Lesaka’s Articles
 
of Incorporation currently
 
authorizes the issuance of two
 
hundred million shares of
 
its common stock, with
 
$0.001
par value.
 
Lesaka’s
 
common stock
 
is listed
 
and principally
 
traded on
 
the Nasdaq
 
Stock Exchange,
 
Global Select
 
Market, under
 
the
symbol “LSAK.” Lesaka’s common
 
stock is also listed on the Johannesburg Stock Exchange, under
 
the symbol “LSK”.
All outstanding shares of common stock are fully paid and nonassessable
Dividend rights
Holders
 
of
 
shares
 
of
 
Lesaka’s
 
common
 
stock
 
are
 
entitled
 
to
 
receive
 
dividends
 
and
 
other
 
distributions
 
when
 
declared
 
by
 
Lesaka’s
board of
 
directors out
 
of legally
 
available funds.
 
Payment of
 
dividends and
 
distributions is
 
subject to
 
certain restrictions
 
under the
FBCA, including the requirement
 
that after making any
 
distribution Lesaka must be
 
able to meet its
 
debts as they become
 
due in the
usual course of its business.
 
Voting
 
rights
Each holder of common
 
stock is entitled to one vote
 
per share for the election
 
of directors and for all other
 
matters to be voted on
 
by
shareholders. Holders of common stock may not cumulate their votes in the election
 
of directors.
Liquidation and other rights
Upon voluntary or
 
involuntary liquidation, dissolution
 
or winding up
 
of Lesaka, holders of
 
common stock share
 
ratably in the assets
remaining
 
after payments
 
to creditors
 
and
 
provision
 
for the
 
preference
 
of any
 
preferred stock
 
according
 
to its
 
terms.
 
There
 
are no
pre-emptive
 
or
 
other
 
subscription
 
rights,
 
conversion
 
rights
 
or
 
redemption
 
or
 
scheduled
 
installment
 
payment
 
provisions
 
relating
 
to
shares of common stock. The shares of Lesaka common stock are
 
not subject to redemption.
Transfer Agent
The Company’s
 
transfer agent in the
 
United States is Computershare
 
Shareowner Services LLC,
 
480 Washington
 
Blvd, Jersey City,
New Jersey, 07310, and
 
the Company’s transfer agent in
 
South Africa is JSE Investor Services South Africa (Pty) Ltd.