UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Lesaka Technologies, Inc.
(Name of Issuer)
Common Stock, par value $0.001
(Title of Class of Securities)
64107N206 (CUSIP Number)
October 16, 2024
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ☐ | Rule 13d-1(b) | |
| ☒ | Rule 13d-1(c) | |
| ☐ | Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 64107N206
| 1. | Names
of Reporting Persons APIS GROWTH 13 LIMITED | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ☐ | ||
| (b) | ☐ | ||
| 3. | SEC Use Only | ||
| 4. | Citizenship
or Place of Organization Mauritius | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole
Voting Power 6,604,062 |
| 6. | Shared
Voting Power -0- | |
| 7. | Sole
Dispositive Power 6,604,062 | |
| 8. | Shared
Dispositive Power -0- | |
| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 8.2% (1) | |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐ | |
| 11. | Percent
of Class Represented by Amount in Row (9) 8.2% (1) | |
| 12. | Type
of Reporting Person (See Instructions) OO | |
| (1) | Calculated based on (i) 63,243,350 shares of Common Stock filed on September 11, 2024, as reported in the Form 10-K filed by the Issuer with the SEC on September 11, 2024, as increased by (ii) the 17,279,803 shares of Common Stock issued on October 2, 2024, as reported in the Form 8-K filed by the Issuer with the SEC on October 2, 2024. |
CUSIP No. 64107N206
| 1. | Names
of Reporting Persons Mr. Marie Antoine Daniel Richard LUK TONG | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ☐ | ||
| (b) | ☐ | ||
| 3. | SEC Use Only | ||
| 4. | Citizenship
or Place of Organization Mauritius | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole
Voting Power 6,604,062 (1) |
| 6. | Shared
Voting Power -0- | |
| 7. | Sole
Dispositive Power 6,604,062 (1) | |
| 8. | Shared
Dispositive Power -0- | |
| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 8.2% (2) | |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐ | |
| 11. | Percent
of Class Represented by Amount in Row (9) 8.2% (2) | |
| 12. | Type
of Reporting Person (See Instructions) OO | |
| (1) | As the Directors of Apis Growth 13 Limited, Mr. Xie Fei PANG WONG LIN and Mr. Marie Antoine Daniel Richard LUK TONG may be deemed to have voting power and dispositive power over the 6,604,062 Shares held by Apis Growth 13 Limited. | |
| (2) | Calculated based on (i) 63,243,350 shares of Common Stock filed on September 11, 2024, as reported in the Form 10-K filed by the Issuer with the SEC on September 11, 2024, as increased by (ii) the 17,279,803 shares of Common Stock issued on October 2, 2024, as reported in the Form 8-K filed by the Issuer with the SEC on October 2, 2024. |
CUSIP No. 64107N206
| 1. | Names
of Reporting Persons Mr. Xie Fei PANG WONG LIN | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | ☐ | ||
| (b) | ☐ | ||
| 3. | SEC Use Only | ||
| 4. | Citizenship
or Place of Organization Mauritius | ||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole
Voting Power 6,604,062 (1) |
| 6. | Shared
Voting Power -0- | |
| 7. | Sole
Dispositive Power 6,604,062 (1) | |
| 8. | Shared
Dispositive Power -0- | |
| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 8.2% (2) | |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐ | |
| 11. | Percent
of Class Represented by Amount in Row (9) 8.2% (2) | |
| 12. | Type
of Reporting Person (See Instructions) OO | |
| (1) | As the Directors of Apis Growth 13 Limited, Mr. Xie Fei PANG WONG LIN and Mr. Marie Antoine Daniel Richard LUK TONG may be deemed to have voting power and dispositive power over the 6,604,062 Shares held by Apis Growth 13 Limited. | |
| (2) | Calculated based on (i) 63,243,350 shares of Common Stock filed on September 11, 2024, as reported in the Form 10-K filed by the Issuer with the SEC on September 11, 2024, as increased by (ii) the 17,279,803 shares of Common Stock issued on October 2, 2024, as reported in the Form 8-K filed by the Issuer with the SEC on October 2, 2024. |
Item 1.
| (a) | Name
of Issuer Lesaka Technologies, Inc. | |
| (b) | Address
of Issuer’s Principal Executive Offices Rosebank, Johannesburg 2196, South Africa |
Item 2.
| (a) | Name
of Person Filing Apis Growth 13 Limited; Mr. Marie Antoine Daniel Richard LUK TONG; Mr. Xie Fei PANG WONG LIN (“Reporting Persons”) (1) | |
| (b) | Address
of Principal Business Office or, if none, Residence: 10th Floor Ebène Heights Building, 34 Ebène Cybercity, Ebène, Mauritius 72201
Mr. Marie Antoine Daniel Richard LUK TONG 10th Floor Ebene Heights Building, 34 Ebene Cybercity Ebene, Mauritius 72201
Mr. Xie Fei PANG WONG LIN 10th Floor Ebene Heights Building, 34 Ebene Cybercity Ebene, Mauritius 72201
| |
| (c) | Citizenship Apis Growth 13 Limited is organized under the laws of Mauritius
Mr. Marie Antoine Daniel Richard LUK TONG is a citizen of Mauritius
Mr. Xie Fei PANG WONG LIN is a citizen of Mauritius | |
| (d) | Title
of Class of Securities Common Stock, par value $0.001 | |
| (e) | CUSIP
Number 64107N206 | |
| Item 3. | If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a: | |
Not Applicable.
| (1) | Neither the present filing nor anything contained herein shall be construed as an admission that the Reporting Persons constitute a “group” for any purpose and each expressly disclaims membership in a group. |
Item 4. Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
| (a) | Amount beneficially owned: See the responses to Item 9 on the attached cover pages. | ||
| (b) | Percent of class: See the responses to Item 11 on the attached cover pages. | ||
| (c) | Number of shares as to which the person has: | ||
| (i) | Sole power to vote or to direct the vote See the responses to Item 5 on the attached cover pages. | ||
| (ii) | Shared power to vote or to direct the vote See the responses to Item 6 on the attached cover pages. | ||
| (iii) | Sole power to dispose or to direct the disposition of See the responses to Item 7 on the attached cover page. | ||
| (iv) | Shared power to dispose or to direct the disposition of See the responses to Item 8 on the attached cover pages. | ||
Item 5. Ownership of 5 Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☐.
Item 6. Ownership of More than 5 Percent on Behalf of Another Person
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
Not Applicable.
Item 8. Identification and Classification of Members of the Group
Not Applicable.
Item 9. Notice of Dissolution of Group
Not Applicable.
Item 10. Certification
By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
[Signature page to follow]
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: November 1, 2024
| APIS GROWTH 13 LIMITED | ||
| By: | /s/ Mr. Xie Fei Pang Wong Lin | |
| Mr. Xie Fei Pang Wong Lin | ||
| Director | ||
| /s/ Mr. Marie Antoine Daniel Richard LUK TONG | ||
| Mr. Marie Antoine Daniel Richard LUK TONG, Individual | ||
| /s/ Mr. Xie Fei PANG WONG LIN | ||
| Mr. Xie Fei PANG WONG LIN, Individual | ||
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
Date: November 1, 2024
| APIS GROWTH 13 LIMITED | ||
| By: | /s/ Mr. Xie Fei Pang Wong Lin | |
| Mr. Xie Fei Pang Wong Lin | ||
| Director | ||
| /s/ Mr. Marie Antoine Daniel Richard LUK TONG | ||
| Mr. Marie Antoine Daniel Richard LUK TONG, Individual | ||
| /s/ Mr. Xie Fei PANG WONG LIN | ||
| Mr. Xie Fei PANG WONG LIN, Individual | ||