Naspers : Interim Results FY20 Analyst Booklet

Naspers Limited

Detailed financials for the six months ended September 2019

Important information

This report contains forward-looking statements as defined in the United States Private Securities Litigation Reform Act of 1995. Words such as "believe", "anticipate", "intend", "seek", "will", "plan", "could", "may", "endeavor" and similar expressions are intended to identify such forward-looking statements, but are not the exclusive means of identifying such statements.

By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances and should be considered in light of various important factors. While these forward-looking statements represent our judgments and future expectations, a number of risks, uncertainties and other important factors could cause actual developments and results to differ materially from our expectations. The key factors that could cause our actual results performance, or achievements to differ materially from those in the forward-looking statements include, among others, changes to IFRS and the interpretations, applications and practices subject thereto as they apply to past, present and future periods; ongoing and future acquisitions, changes to domestic and international business and market conditions such as exchange rate and interest rate movements; changes in the domestic and international regulatory and legislative environments; changes to domestic and international operational, social, economic and political conditions; the occurrence of labour disruptions and industrial action and the effects of both current and future litigation.

We are not under any obligation to (and expressly disclaim any such obligation to) revise or update any forward-looking statements contained in this report, whether as a result of new information, future events or otherwise. We cannot give any assurance that forward-looking statements will prove to be correct and investors are cautioned not to place undue reliance on any forward-looking statements contained herein.

Nothing in this document is intended as a profit forecast or estimate for any period and no statement in this document should be interpreted to mean that cash flow from operations, income of persons (where relevant), earnings or earnings per share or dividend per share for any company, for the current or future financial years would necessarily match or exceed the historical published earnings or earnings per share or dividend per share for any company.

The information set out in this document and any discussion which follows it does not constitute, or form part of, a public offer for the purposes of any applicable law, an offer to sell, invitation, inducement or solicitation of any offer to buy, otherwise acquire, subscribe for, exchange, sell or otherwise dispose of or exercise rights in respect of any securities or financial instruments, or any advice or recommendation in relation to any such financial instruments or securities.

No offer to acquire securities or to exchange securities for other securities has been made, or will be made, directly or indirectly, in or into, or by the use of the mails of, or by any means or instrumentality of interstate or foreign commerce or any facilities of a national securities exchange of, the United States or any other country in which such offer may not be made other than: (i) in accordance with the tender offer requirements under the U.S. laws, including the Exchange Act of 1934, or the securities laws of such other country, as the case may be; or (ii) pursuant to an available exemption from such requirements.

Neither this presentation nor any copy of it may be taken or transmitted into any jurisdiction where the availability and/or receipt of this presentation would breach any applicable law, or to any person in any such jurisdiction. Any failure to comply with these restrictions may constitute a violation of the securities laws of the respective jurisdiction. The distribution of this presentation in such jurisdictions may be restricted by law and persons into whose possession this presentation comes should inform themselves about, and observe, any such restrictions. To the fullest extent permitted by applicable law, Naspers disclaims any responsibility or liability for the violations of any such restrictions by any person.

2

Naspers today

V

3

Sustainable leadership positions

#1 in South Africa

$109bn

Market capitalisation1

#1 in South Africa

#1 in South Africa

Largest Consumer Internet Company in Europe

1Source: Bloomberg, priced at 30 September 2019.

4

Bringing world-class online shopping and food delivery to SA

GeneralFashion

#1ecommerce retailer in South Africa

Solid performance from the 1P business

Mr D grew orders by 111%and GMV by 105%YoY2

Food delivery

Logistics

1. Numbers in brackets representyear-on-year growth in local currency.
2. KPI's for the six months ended September 2019.

GMV (US$m)1

	40% (51%)
1H FY19	1H FY20

Trading loss (US$m)1

(23)	(22)
	4% (25%)

1H FY19

1H FY20

5

Media transitioning into digital

SA's leadingmedia Group

Reaching 18.2maverage monthly unique browsers across its digital platforms

8 out of every 10newspapers/magazines consumed by adults in SA are Media24 publications

Netwerk24 is the largest paywall news sitein SA with

+55k subscribers

Revenue (US$m)1

Trading profit/(loss) (US$m)

	-18%(-5%)		+US$14m
			4
170	139	(10)
1H FY19	1H FY20	1H FY19	1H FY20

1Numbers in brackets represent year-on-year growth in local currency.

6

Helping SA entrepreneurs build great tech businesses

R1.4bn over 3 years

Foundry's first

investment was a 27%

minority stake in

SweepSouth

A South Africa focused tech business funding initiative that helps talented and ambitious technology entrepreneurs develop and grow businesses that improve people's lives.

Pipeline growing

steadily

7

Summary of Financials

Revenue1,2

Trading profit 1,2

Core headline earnings1

11% (20%)

6% (9%)

8% (10%)

9.2

10.2

1.81.9

			1.7
	1.5

1H FY19

1H FY20

1H FY19

1H FY20

1H FY19

1H FY20

1. All figures presented are from continuing operations and reported in US$bn.
2. Results reported on aneconomic-interest basis, i.e. equity-accounted investments are proportionately consolidated. Numbers in brackets represent year-on-year growth in local currency, excluding M&A.

8

Composition of the Naspers Group

	Revenue		EBITDA		Trading profit
	1H FY19	1H FY20		1H FY19	1H FY20		1H FY19	1H FY20
Prosus Group	8 881	9 925	2 043	2 327	1 835	1 918
Takealot	135	169	(21)	(16)	(23)	(22)
Media	170	139	(5)	7	(10)	4
Corporate and other	2	10	(28)	(2)	(14)	(4)
Economic interest
9 188	10 243	1 989	2 316	1 788	1 896
Less: Equity-accounted investments1	(7 676)	(8 513)	(2 100)	(2 458)	(1 911)	(2 098)
Consolidated	1 512	1 730		(111)	(142)		(123)	(202)

1Includes the associates and joint ventures of the Naspers and Prosus Group

9

Core headline earnings reconciliation

US$m	1HFY19	1HFY20
Headline earnings from continuing operations	2 732	1 425
Equity-settledshare-based payment expenses	236	275
Amortisation of other intangible assets	126	173
Retention option expense	4	8
Reversal of tax1	-	138
Transaction-related costs	7	85
Fair-value adjustments and currency translation differences	(1 559)	(440)
Core headline earnings from continuing operations	1 546	1 664

1Tax related to Securities Transfer Tax (STT) payable on cancelation of the M ordinary shares pursuant to the listing of Prosus.

Note: Reported headline earnings and core headline earnings from discontinued operations amounted to US$34m and US$118m respectively for 1HFY19.

10

Prosus vs Naspers core headline earnings reconciliation

US$m	Naspers	Prosus	Difference
Headline earnings from continuing operations	1 425	1 614	(189)
Equity-settledshare-based payment expenses	275	281	(6)
Amortisation of other intangible assets	173	170	3
Retention option expense	8	8	-
Reversal of tax1	138	-	138
Transaction-related costs	85	79	6
Fair-value adjustments and currency translation differences	(440)	(439)	(1)
Core headline earnings from continuing operations	1 664	1 713	(49)

1Tax relates to Securities Transfer Tax (STT) payable on cancelation of the M ordinary shares pursuant to the listing of Prosus.

11

Net cash profile

Net Cash of US$5.9bnat 30 September 2019

440

3 247

Naspers cash

Prosus cash

Prosus interst bearing debt

8 672

Note: Naspers and Prosus cash includes short-term investments and overdraft

12

Current assets and liabilities

Current assets (US$m)	FY19	1HFY20
Inventory	209	205
Trade receivables	172	182
Other receivables and loans	518	644
Derivative financial instruments	4	4
Cash/short-term cash investments	9 582	9 120
Assets held for sale	67	21
Total	10 552	10 176

Current liabilities (US$m)	FY19	1HFY20
Current portion of long-term debt	23	1 068
Trade payables	287	279
Accrued expenses & other current liabilities	1 258	1 269
Derivative financial liabilities	3	2
Bank overdraft	8	8
Liabilities held for sale	2	12
Total	1 581	2 638

13

Glossary

-	EBITDA:	Earnings before interest tax, depreciation and amortization	-	M&A:	Mergers and acquisitions
-	FCF:	Free cash flow	-	SA:	South Africa
-	FX:	Foreign exchange	-	TP:	Trading profit / (loss)
-	GMV:	Gross merchandise value	-	YoY:	Year-on-year
-	IFRS:	International Financial Reporting Standards	-	1P:	First-party

14

Naspers Group portfolio

74%

96%

85%

Organogram depicts effective percentage holdings in major entities at 30 September 2019.

15

Prosus Group portfolio

Ecommerce

	Classifieds			Payments &				Food delivery				Etail				Travel			Ventures
			Fintech
	100%1				99%				81%				80%		5%				24%
																																	13%
	100%				22%				55%3
	100%				21%				22%																21%
	80%2				21%				39%																44%
	36%				99%																								12%
	12%				99%																								17%
	69%				72%																								12%

1. OLX owns 50% of operations in Brazil and 66% of Indonesia.
2. 80% effective interest in Letgo Global B.V (previously Ambatana Holdings); Letgo Global B.V holds 100% in letgo USA B.V.
3. Movile holds 67% of iFood.

Organogram depicts Prosus' effective percentage holdings in major entities at 30 September 2019

Social & internet platforms

31%

28%

16

Contact us

Eoin Ryan

(Head of Investor Relations)

[e-mail]

https://www.naspers.com/

17