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NASPERS LIMITED - Condensed consolidated interim report for the six months ended 30 September 2015

Release Date: 27/11/2015 16:00
Code(s): NPN     PDF:  
Wrap Text
Condensed consolidated interim report for the six months ended 30 September 2015

NASPERS LIMITED
Incorporated in the Republic of South Africa
(Registration number 1925/001431/06) ("Naspers")
JSE share code: NPN   ISIN: ZAE000015889
LSE share code: NPSN  ISIN: US 6315121003

CONDENSED CONSOLIDATED INTERIM REPORT
for the six months ended 30 September 2015

Naspers continues to make progress in building consumer destinations and platforms in
fast-growing markets. These interim results, in the aggregate, are in line with the board's
expectations. Currency has had a material impact and, where possible, meaningful currency effects
have been isolated in this commentary.

Driven by growth in the ecommerce segment, revenue measured on an economic interest
basis grew 24% to R74,3bn, while in US dollar terms, revenue grew 5% to US$5,9bn. On an
organic basis, excluding the effects of foreign exchange and acquisitions, revenue grew by
20%. Core headline earnings increased 45% to R8,8bn, with Tencent and the South African
video-entertainment business being the main contributors. In US dollar terms, core headline
earnings were up 22% to US$693m.

In ecommerce, the marketplace and established classifieds businesses also delivered year-
on-year earnings growth. These earnings improvements were partly offset by increased
development spend of R5,1bn, measured on an economic interest basis – a 17% year-on-year
increase.

The classifieds business has made solid progress, outpacing competition. Naspers further
strengthened its position in classifieds with the recently announced transaction, subject to
regulatory approval, to take a controlling stake in Avito in Russia. The etail, marketplace and
travel businesses continue to make progress and are widening the gap in operating metrics
relative to competitors.

The digital terrestrial television (DTT) business and the South African video-entertainment
group continue to deliver customer growth and improved financials. The direct-to-home (DTH)
business in sub-Saharan Africa faced headwinds, mainly from a challenging macroeconomic
environment and currency weakness. In August we launched ShowMax, a subscription video-
on-demand (SVOD) service in South Africa.

Media24 has returned to a modest trading profit growth. The impact of sectoral declines in
its traditional print and media revenues is being offset by growth in its online and ecommerce
initiatives.

The following financial commentary and segmental review have been prepared on an
economic interest basis, including consolidated subsidiaries and a proportionate consolidation
of associated companies and joint ventures. Where relevant throughout this report, amounts
and percentages have been adjusted for the effects of foreign currency and acquisitions and
disposals. Such adjusted items (pro forma financial information) are quoted in brackets after
the equivalent metrics reported under International Financial Reporting Standards (IFRS).
A reconciliation of the pro forma financial information to the equivalent IFRS metrics is provided
in note 16 of this condensed consolidated interim report.

COMMENTARY

FINANCIAL REVIEW
Consolidated revenues of R37,8bn grew by 10% (10%), driven
by good growth in our ecommerce segment. In US dollar terms,
consolidated revenues were US$3,0bn – a decrease of 7% (increase
of 10%) compared to the prior year, caused by currency.

Revenue growth remained strong with the internet segment, which
grew 33% (28%), outpacing growth in other segments. Internet
revenues now account for 64% of group revenues, up from 60%
a year ago. Businesses outside South Africa now contribute 75% of
revenues, up from 71% a year ago.

Consolidated development spend declined by 13% (20%) year on
year and by 32% compared to the second half of 2015. Reduced
development spend in the classifieds and DTT businesses was
offset by investments in new areas, notably ShowMax, mobile-only
classifieds (Letgo) and travel in India.

Trading profit grew 34% (19%) to R15,3bn on the back of solid earnings
contributions from Tencent, South African video entertainment and
the Allegro marketplace.

The group's share of the results of equity-accounted investments,
mainly Tencent and Mail.ru, was R8,0bn for the period, and includes
non-recurring gains of R1,5bn relating primarily to once-off gains
recognised by Tencent on changes in its shareholding in certain
associates. Tencent's performance was driven by improved advertising
and mobile platform monetisation. Mail.ru contributed R296m to core
headline earnings.

Ecommerce trading losses increased by 55% (46%) year on year, mainly
due to costs incurred by our etail equity-accounted investments to
scale their businesses. The classifieds segment delivered lower losses,
partly due to benefits from the transaction concluded with Schibsted
in January 2015, but also steady progress towards monetisation and
improved profitability by classifieds businesses already at scale. The
marketplace business grew its trading profits.

The video-entertainment segment saw more or less the same
trading profit. In South Africa steady growth was recorded, while
results in sub-Saharan Africa were impacted by weakening
currencies. A number of initiatives have been implemented to deal
with rising input costs.

An impairment loss of R1,9bn has been recognised during the period
for the group's investment in its Latin American online comparison
shopping (OCS) business, Buscapé. This has been recognised as
part of "Other gains/(losses) – net" in the condensed consolidated
income statement. Adverse economic developments, combined
with pressure on OCS's share of ecommerce, led us to revise future
expectations resulting in an impairment. The OLX, PayU and
Movile investments in Latin America are performing well.

The consolidated net interest expense on borrowings rose 46%
to R1,2bn, primarily as a result of the foreign exchange effects of
a weakened rand, use of credit facilities to fund growth and the
US$1,2bn bond issued in July 2015. Net gearing, measured on a
consolidated basis, remained low at 32%.

Consolidated free cash inflow for the period was R1,3bn (2014:
outflow of R428m) largely due to a substantial drop in capital
expenditure in the video-entertainment segment having built the 
significant part of the DTT network in prior years, and increased 
dividend income from equity-accounted investments.

We announced a transaction on 23 October 2015 to increase our
stake in Avito from 17,4% to 67,9% for cash of US$1,2bn. At the
time we noted that the transaction would not materially increase
our existing debt profile in the medium term. We are considering a 
capital raise of up to US$2,5bn that, including the Avito acquisition, 
will enhance financial flexibility over the next few years to invest 
in attractive growth opportunities. Any capital raise is expected to 
be within existing shareholder authorities.

Naspers has an obligation in terms of its memorandum of
incorporation (MOI) to maintain its control structure. The voting
percentage of the control structure companies, Naspers Beleggings
(RF) Beperk and Keeromstraat 30 Beleggings (RF) Beperk, is close
to falling below 50% as a result of the issue of Naspers N ordinary
shares. The board therefore approved a capitalisation award
of 194 607 A ordinary shares to A ordinary shareholders to be
implemented on 26 November 2015. The effect of the capitalisation
issue is to increase the voting percentage of the control structure
companies to 54,68%, and restore the voting percentage of the
A ordinary shareholders to 68,38% – the percentage it was when
the new MOI of Naspers Limited was adopted in August 2012.

Forecasts included in this condensed consolidated interim report
have not been reviewed or reported on by the company's
external auditor.

SEGMENTAL REVIEW

Internet
The internet segment delivered revenues of R47,7bn, an increase
of 33% (28%) year on year. Trading profit was R10,2bn – a 57%
(33%) year-on-year increase on the back of a strong Tencent
performance.

Tencent
Tencent's excellent leadership team entrenched its position across
its social, online games and media platforms to remain well
positioned in an expanding internet ecosystem in China. Revenues
were RMB45,8bn for the period, up 20% year on year.

Online advertising revenue, especially in the performance-based
and online video segments, grew rapidly and benefited from an
expanded advertising inventory and advertiser base. Tencent is
encouraging improved content on its media platforms by sharing
advertising revenues with content developers, leading to enhanced
user engagement in its ecosystem.

Tencent delivered growth in its mobile payment solutions by
leveraging a wider base of users who have bundled their bank cards
with Mobile QQ Wallet and/or Weixin Payments. A growing number of
partner companies are adopting Tencent's mobile payment solutions
which is improving the convenience of these services. Investment
in new online-to-offline services continued, albeit in a fiercely
competitive environment where a large number of well-funded
newcomers seek to establish a footprint.

The mobile subscriber base for premium reading, music and
video services has continued to grow with increasing smartphone
penetration in China. Tencent has made progress across its portfolio
of mobile utilities, with its mobile security solution, browser and
app store developing well.

Tencent has continued to build strategic partnerships by investing in
several verticals, including film and online media, and a number of
offline-to-online ventures.

Mail.ru
Mail.ru's growth was affected by the macroeconomic environment in
Russia and the weak rouble. Despite these challenges, Mail.ru achieved
revenue growth of 7% year on year to RUB18,3bn, with improved
growth in targeted and mobile advertising revenues. Revenues from
online games grew and new game launches are planned in the
second half of this year. The integration of VK.com, the leading social
network in Russia, is on track and the team continues to execute well.

Ecommerce
Over the review period, the ecommerce segment grew revenue
by 26% (27%) to R15,3bn. Continued investments to drive growth
and innovation, develop new markets and deliver superior customer
experiences resulted in a trading loss of R3,8bn, with development
spend of R4,3bn.

Classifieds delivered a strong performance with revenue growth of
36% (43%) year on year. On the back of joint-venture agreements
with Schibsted, the classifieds joint-venture businesses are reporting
steady revenue growth. Key performance indicators in most of the
businesses are trending ahead of expectations.

Our recently announced step-up to acquire a controlling stake (67,9%)
in Avito, the leading online classifieds platform in Russia – one of
the world's largest classifieds markets – will further solidify Naspers's
position as a global leader in classifieds.

The classifieds platforms have very strong mobile positions, with
listings from mobile reaching as much as 80% in certain markets.
We are experimenting with new formats to expand the classifieds
segment's geographic footprint and strengthen the existing business.
In September 2015 we committed to a US$100m investment in the
mobile-only classifieds platform Letgo. It is intended to leverage the
Letgo platform to expand into markets that do not have a strong
mobile classifieds incumbent.

Powered by Flipkart in India, Souq in the Middle East and North Africa,
and eMag in Central and Eastern Europe (CEE), etail continues to fuel
growth in the ecommerce segment. The etail business delivered 39%
(35%) revenue growth, despite aggressive competition in many of
these markets. We continue to expand selectively and in July 2015 we
invested in Avenida in Argentina.

In CEE the consumer offering was consolidated through eMag's
platform. As a consequence, the group's 79% stake in Netretail, as
well as in Heureka, the wholly owned OCS business in the region,
were sold for US$201m, subject to regulatory approval. Additionally,
to streamline operations and support further growth, we plan to
merge Fashion Days into eMag in several CEE countries.

Marketplaces continue to deliver growth, margins and cash flows. The
focus remains on improving the mobile experience, expanding the
selection of products and services, and extending consumer reach.
We will begin experimenting with first-party sales (owning inventory)
in the second half of the financial year in Poland. In September 2015
the sale of the Swiss marketplace business – Ricardo group – was
concluded for CHF240m.

The payments business is making progress in terms of growth,
innovation and operational improvements and reported revenue
growth of 17% (21%) year on year. The operations in CEE and
Brazil were restructured, contributing to healthy topline organic
growth and margin improvement in these geographies. Payments
is a competitive market, with the number of disruptions to legacy
payment systems accelerating. We continue to explore emerging
formats and in June 2015 acquired a minority stake in an early-stage
crypto-currency (eg BitCoin) business, BitX.

In India, ibibo continues to improve its competitive position in its core
air-ticketing and hotel-bookings business. The air-ticketing business
is approaching breakeven. On the back of encouraging early traction,
ibibo is accelerating its investment in its hotel-booking platform.
RedBus, its bus-ticketing business, remains the clear market leader. The
travel business grew revenue by 61% (44%) over the reporting period.

Movile is a leading mobile services platform in Latin America. It
continues to scale its online food-delivery business, iFood, in Brazil.
Movile has also made some promising investments in a number of
offline-to-online platforms in Brazil and across Latin America.

Video entertainment
The segment reported revenues of R22,6bn – an increase of 12% (9%)
over the prior year. Trading profit was constant at R5,0bn compared to
the prior year due to the group's investment in ShowMax, weakening
economies and currencies, and sizeable foreign input costs in sub-
Saharan Africa. Development spend was R644m, up marginally year
on year, as the decrease in spend following the completion of the DTT
rollout is offset by investments to scale ShowMax.

The DTT business recorded good growth, adding 172 600 customers.
However, this growth was offset by a decline in the DTH business of
164 300 customers, largely in sub-Saharan Africa. The total customer
base closed at 10,2m at 30 September 2015.

Economies in sub-Saharan Africa have been severely impacted
by currency devaluations and a weaker macroeconomic climate.

DTT subscribers across Africa were 2,4m. Analogue switchoffs
(ASOs – the process of migrating terrestrial television broadcasting
from an analogue to a digital format), have taken place in Kenya,
Namibia and certain cities in Uganda and Malawi. Despite delays in
other countries, further switchoffs are expected over the next 18 to
24 months in key markets such as Nigeria. While strong decoder sales
continue in both pre-ASO and post-ASO markets, there has been a
distinct reduction in churn in markets where ASO has taken place. We
will continue to invest and focus on retention in markets where ASOs
have occurred. Development costs are expected to decline further as
the business scales.

ShowMax is an SVOD service available to consumers on all connected
devices. It has a strong local and international content library with
over 10 000 hours of content – more than any of its local peers.

The focus remains on providing the best quality entertainment while
managing costs, improving customer service, driving retention and
growing average revenues per user through value-added services
such as BoxOffice. Our DStv Catch Up product has been enhanced
by the introduction of recommendations and 'pull' video-on-demand
(VOD) to the set-top box, which allows DStv Premium subscribers
with internet-connected personal video recorders (PVRs) to access a
much larger catalogue of content. Connecting the PVR to the internet
is a key part of our strategy and we have seen satisfying levels
of uptake. The 'TV everywhere' product, DStv Now, has recorded
pleasing levels of uptake across all platforms. This service has been
enhanced by adding more sport, movie and kids channels.

PVR penetration has increased to 19,8% of South African customers
and 9,7% of customers in the rest of Africa. As churn is more than
50% lower for PVR customers, growth of this base will have a positive
financial impact.

Management continues to engage with regulators across the
continent, with a number of regulatory reviews pending in various
markets.

Print media
Media24 continues to face sectoral headwinds in its traditional offline
print and media business, but is addressing costs. Revenues of R4,0bn
are marginally up year on year as the decline in the offline businesses
is offset by growth in online services, ecommerce and Novus, the
commercial print business listed on the JSE. Reduced costs resulted in
trading profit of R202m. Development spend to build online initiatives
was R142m.

PREPARATION OF THE CONDENSED
CONSOLIDATED INTERIM REPORT
The preparation of the condensed consolidated interim report was
supervised by the financial director, Basil Sgourdos CA(SA). These
results were made public on 27 November 2015.

On behalf of the board

Koos Bekker                          Bob van Dijk
Chair                                Chief executive

Cape Town
27 November 2015

SEGMENTAL REVIEW
    
                                                       Revenue      
                                                  Six months ended                           Year ended
                                                    30 September                               31 March
                                              2015                 2014                            2015
                                          Reviewed             Reviewed              %          Audited
                                               R'm                  R'm         change              R'm
          
Internet                                    47 705               35 817             33           78 010
– Tencent                                   31 224               22 370             40           47 911
– Mail.ru                                    1 154                1 306           (12)            2 327
– Ecommerce                                 15 327               12 141             26           27 772
Video entertainment                         22 584               20 186             12           42 419
Print media(2)                               4 003                3 944              1            8 177
Corporate services                               –                    –              –                1
Economic interest                           74 292               59 947             24          128 607
Less: Equity-accounted investments        (36 531)             (25 584)             43         (55 515)
Consolidated                                37 761               34 363             10           73 092

                                                     EBITDA(1)       
                                                 Six months ended                            Year ended
                                                   30 September                                31 March
                                              2015                 2014                            2015
                                          Reviewed             Reviewed              %          Audited
                                               R'm                  R'm         change              R'm
           
Internet                                    11 606                7 619             52           15 457
– Tencent                                   14 596                9 126             60           19 832
– Mail.ru                                      526                  714           (26)            1 263
– Ecommerce                                (3 516)              (2 221)           (58)          (5 638)
Video entertainment                          6 195                6 000              3           10 098
Print media(2)                                 354                  256             38              572
Corporate services                            (73)                 (96)             24            (335)
Economic interest                           18 082               13 779             31           25 792
Less: Equity-accounted investments        (13 678)              (9 600)             42         (19 836)
Consolidated                                 4 404                4 179              5            5 956

                                                   Trading profit    
                                                 Six months ended                            Year ended
                                                    30 September                               31 March
                                              2015                 2014                            2015
                                          Reviewed             Reviewed              %          Audited
                                               R'm                  R'm         change              R'm
           
Internet                                    10 201                6 477             57           13 042
– Tencent                                   13 521                8 248             64           17 987
– Mail.ru                                      449                  655           (31)            1 148
– Ecommerce                                (3 769)              (2 426)           (55)          (6 093)
Video entertainment                          5 017                4 969              1            8 009
Print media(2)                                 202                   90            124              233
Corporate services                            (75)                 (98)             23            (338)
Economic interest                           15 345               11 438             34           20 946
Less: Equity-accounted investments        (12 455)              (8 640)             44         (17 796)
Consolidated                                 2 890                2 798              3            3 150
   
(1) EBITDA refers to earnings before interest, taxation, depreciation and amortisation.

(2) The group's segmental review includes the results of its equity-accounted investments on a proportionate consolidation basis in line with internal
    reporting to the chief operating decisionmaker (CODM). During the six months ended 30 September 2015, the CODM ceased reviewing the results of the
    group's associate Abril S.A. ("Abril") for performance evaluation purposes as the group no longer participates in the management of Abril, the group's
    investment in Abril has been fully impaired and, accordingly, the group no longer recognises its share of the losses of Abril in accordance with the equity
    method. IFRS 8 "Operating Segments" requires segmental reporting to reflect the measures reported to the CODM for purposes of making decisions
    regarding the allocation of resources and for performance evaluation. Accordingly, the results of Abril have been excluded from the segmental review for
    the six months ended 30 September 2015. To ensure comparability and in line with the requirements of IFRS 8 paragraph 29, the print-media segment's
    results for comparative periods have been restated to exclude the results of Abril. The six-month period ended 30 September 2014 presented for the
    print-media segment previously included revenue of R2,0bn (31 March 2015: R3,8bn), positive EBITDA of R13m (31 March 2015: R253m) and a trading loss
    of R82m (31 March 2015: trading profit of R81m) relating to Abril.

RECONCILIATION OF TRADING PROFIT TO OPERATING PROFIT

                                                                  Six months ended               Year ended
                                                                     30 September                  31 March
                                                                2015                 2014              2015
                                                            Reviewed             Reviewed           Audited
                                                                 R'm                  R'm               R'm
Trading profit                                                 2 890                2 798             3 150
Finance cost on transponder leases and merchant finance          222                  182               376
Amortisation of other intangible assets                        (381)                (361)             (751)
Other gains/(losses) – net                                   (1 940)                (124)             (688)
Retention option expense                                        (19)                (124)             (149)
Equity-settled share-based charges                             (131)                (118)             (343)
Operating profit                                                 641                2 253             1 595

Note: For a reconciliation of operating profit to profit before taxation, refer to the condensed consolidated income statement.

CONDENSED CONSOLIDATED INCOME STATEMENT
    
                                                                                       Six months ended               Year ended
                                                                                         30 September                   31 March
                                                                                    2015                 2014               2015
                                                                                Reviewed             Reviewed            Audited
                                                                      Note           R'm                  R'm                R'm
Revenue                                                                           37 761               34 363             73 092
Cost of providing services and sale of goods                                    (20 852)             (18 751)           (42 759)
Selling, general and administration expenses                                    (14 328)             (13 235)           (28 050)
Other gains/(losses) – net                                                       (1 940)                (124)              (688)
Operating profit                                                                     641                2 253              1 595
Interest received                                                       5            270                  206                501
Interest paid                                                           5        (1 738)              (1 332)            (2 752)
Other finance income/(costs) – net                                      5          (525)                 (82)              (573)
Share of equity-accounted results                                       6          8 029                9 932             16 384
– excluding net gain resulting from remeasurements*                                6 531                5 178             10 772
– net gain resulting from remeasurements*                                          1 498                4 754              5 612
Impairment of equity-accounted investments                                           (6)                    –              (478)
Dilution gains/(losses) on equity-accounted investments                            1 979                 (71)              1 499
Gains on acquisitions and disposals                                                1 486                  118              1 605
Profit before taxation                                                   7        10 136               11 024             17 781
Taxation                                                                         (1 830)              (1 755)            (3 757)
Profit for the period                                                              8 306                9 269             14 024
Attributable to:      
Equity holders of the group                                                        7 985                8 937             14 023
Non-controlling interests                                                            321                  332                  1
                                                                                   8 306                9 269             14 024
Core headline earnings for the period (R'm)                              4         8 786                6 077             11 228
Core headline earnings per N ordinary share (cents)                                2 133                1 528              2 782
Fully diluted core headline earnings per N ordinary share (cents)                  2 098                1 486              2 717
Headline earnings for the period (R'm)                                   4         5 901                4 484              7 234
Headline earnings per N ordinary share (cents)                                     1 432                1 128              1 792
Fully diluted headline earnings per N ordinary share (cents)                       1 401                1 096              1 731
Earnings per N ordinary share (cents)                                              1 938                2 248              3 475
Fully diluted earnings per N ordinary share (cents)                                1 904                2 185              3 407
Net number of shares issued ('000)       
– at period-end                                                                  412 555              409 527            411 998
– weighted average for the period                                                411 998              397 625            403 576
– fully diluted weighted average                                                 413 746              409 078            405 171

* Remeasurements refer to business combination-related gains and losses and disposals of investments.

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

                                                                                         Six months ended          Year ended
                                                                                            30 September             31 March
                                                                                        2015             2014            2015
                                                                                    Reviewed         Reviewed         Audited
                                                                                         R'm              R'm             R'm
Profit for the period                                                                  8 306            9 269          14 024
Total other comprehensive income, net of tax, for the period(1)                        9 325            2 107         (2 456)
Translation of foreign operations(2)                                                   6 072              888         (3 805)
Net fair-value gains/(losses)                                                             13                4            (22)
Cash flow hedges                                                                         606              123             350
Share of other comprehensive income and reserves of equity-accounted investments       2 688            1 116           1 094
Tax on other comprehensive income                                                       (54)             (24)            (73)
Total comprehensive income for the period                                             17 631           11 376          11 568
Attributable to:   
Equity holders of the group                                                           17 282           11 103          11 552
Non-controlling interests                                                                349              273              16
                                                                                      17 631           11 376          11 568

(1) These components of other comprehensive income may subsequently be reclassified to profit or loss except for gains of R728m (2014: R611m and
    31 March 2015: R1,2bn) included in the "Share of other comprehensive income and reserves of equity-accounted investments" as well as losses
    of R1m (2014: Rnil and 31 March 2015: R25m) included in "Net fair-value gains/(losses)" relating to remeasurements on the group's post-employment benefit plans.
(2) The movement on the foreign currency translation reserve relates primarily to the effects of foreign exchange rate fluctuations related to the translation
    of the group's investments in its foreign operations.

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

                                                                   Six months ended            Year ended
                                                                      30 September               31 March
                                                                 2015               2014             2015
                                                             Reviewed           Reviewed          Audited
                                                                  R'm                R'm              R'm
Balance at the beginning of the period                         83 808             68 205           68 205
Changes in share capital and premium     
Movement in treasury shares                                     (780)              1 813            1 012
Share capital and premium issued                                  782                234            3 670
Changes in reserves     
Total comprehensive income for the period                      17 282             11 103           11 552
Movement in share-based compensation reserve                      416                347              819
Movement in existing control business combination reserve       (147)              (225)          (1 016)
Movement in valuation reserve                                       –                  –              356
Direct retained earnings movements                                  2                  –            (136)
Dividends paid to Naspers shareholders                        (1 940)            (1 702)          (1 702)
Changes in non-controlling interest     
Total comprehensive income for the period                         349                273               16
Dividends paid to non-controlling shareholders                (1 501)            (1 264)          (1 447)
Movement in non-controlling interest in reserves                1 165                378            2 479
Balance at the end of the period                               99 436             79 162           83 808
Comprising:     
Share capital and premium                                      21 021             18 385           21 019
Retained earnings                                              50 203             39 205           44 156
Share-based compensation reserve                                8 047              5 817            6 904
Existing control business combination reserve                 (2 001)            (1 068)          (1 856)
Hedging reserve                                                   484              (176)             (23)
Valuation reserve                                               5 608              3 513            3 218
Foreign currency translation reserve                           12 960             12 047            7 290
Non-controlling interest                                        3 114              1 439            3 100
Total                                                          99 436             79 162           83 808

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
   
                                                                       30 September              31 March
                                                                  2015              2014             2015
                                                              Reviewed          Reviewed          Audited
                                                   Note            R'm               R'm              R'm
Assets           
Non-current assets                                             144 895           116 650          124 276
Property, plant and equipment                                   17 565            17 280           17 300
Goodwill                                              8         21 872            25 935           22 956
Other intangible assets                                          5 518             5 767            5 476
Investments in associates                             9         93 595            64 063           73 547
Investments in joint ventures                         9          4 060             1 719            2 769
Other investments and loans                           9            932               742              952
Derivative financial instruments                     14            126                30              102
Deferred taxation                                                1 227             1 114            1 174
Current assets                                                  38 631            36 524           32 767
Inventory                                                        3 094             4 204            3 183
Programme and film rights                                        4 451             3 955            1 868
Trade receivables                                                5 609             4 983            4 834
Other receivables and loans                                      6 101            10 518            5 307
Derivative financial instruments                     14          1 084               219              449
Cash and cash equivalents                                       13 895            12 061           14 881
                                                                34 234            35 940           30 522
Assets classified as held for sale                   11          4 397               584            2 245
Total assets                                                   183 526           153 174          157 043
Equity and liabilities            
Share capital and reserves                                      96 322            77 723           80 708
Share capital and premium                                       21 021            18 385           21 019
Other reserves                                                  25 098            20 133           15 533
Retained earnings                                               50 203            39 205           44 156
Non-controlling shareholders' interest                           3 114             1 439            3 100
Total equity                                                    99 436            79 162           83 808
Non-current liabilities                                         54 314            42 052           46 767
Capitalised finance leases                                       8 185             7 026            7 486
Liabilities – interest bearing                                  44 202            32 842           37 111
            – non-interest bearing                                 250               452              306
Post-employment medical liability                                  188               182              203
Derivative financial instruments                     14            158               317              151
Deferred taxation                                                1 331             1 233            1 510
Current liabilities                                             29 776            31 960           26 468
Current portion of long-term debt                                2 887             2 826            4 295
Trade payables                                                   7 321             6 448            5 436
Accrued expenses and other current liabilities                  17 228            20 529           15 721
Derivative financial instruments                     14            697               842              569
Bank overdrafts and call loans                                     232             1 306              312
                                                                28 365            31 951           26 333
Liabilities classified as held for sale              11          1 411                 9              135
Total equity and liabilities                                   183 526           153 174          157 043
Net asset value per N ordinary share (cents)                    23 348            18 979           19 589
      
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

                                                                                    Six months ended              Year ended
                                                                                      30 September                  31 March
                                                                                  2015                2014              2015
                                                                              Reviewed            Reviewed           Audited
                                                                                   R'm                 R'm               R'm
Cash flows from operating activities   
Cash generated from operating activities                                         3 420               2 490             6 476
Interest income received                                                           266                 208               477
Dividends received from investments and equity-accounted companies               1 798               1 048             1 065
Interest costs paid                                                            (1 336)             (1 139)           (2 502)
Taxation paid                                                                  (2 047)             (2 086)           (3 845)
Net cash generated from operating activities                                     2 101                 521             1 671
Cash flows from investing activities   
Acquisitions and disposals of tangible and intangible assets                   (1 304)             (1 435)           (3 280)
Acquisitions and disposals of subsidiaries, associates and joint ventures          924             (3 332)           (2 638)
Cash movement in other investments and loans                                     (213)                 323             (103)
Net cash utilised in investing activities                                        (593)             (4 444)           (6 021)
Cash flows from financing activities   
Proceeds from long- and short-term loans raised                                 19 258               4 035             8 998
Repayments of long- and short-term loans                                      (19 220)             (1 025)           (2 364)
(Outflow)/Inflow from share-based compensation transactions                       (89)               2 006             1 938
Dividends paid by the holding company and its subsidiaries                     (3 439)             (2 944)           (3 100)
Other movements resulting from financing activities                                 49               (343)               709
Net cash (utilised in)/generated from financing activities                     (3 441)               1 729             6 181
Net movement in cash and cash equivalents                                      (1 933)             (2 194)             1 831
Foreign exchange translation adjustments                                         1 058                 366               205
Cash and cash equivalents at the beginning of the period                        14 569              12 583            12 583
Cash and cash equivalents classified as held for sale                             (31)                   –              (50)
Cash and cash equivalents at the end of the period                              13 663              10 755            14 569
   
NOTES TO THE CONDENSED CONSOLIDATED INTERIM REPORT

1.   General information
     Principal activities of Naspers and its operating subsidiaries, joint ventures and associated companies (collectively "the group") are the operation
     of internet and media platforms. Our principal operations are in ecommerce and other internet services, video-entertainment services and print
     media.

2.   Basis of presentation and accounting policies
     The condensed consolidated interim report for the six months ended 30 September 2015 is prepared in accordance with International Financial
     Reporting Standards (IFRS) IAS 34 "Interim Financial Reporting", the SAICA Financial Reporting Guides as issued by the Accounting Practices
     Committee, and Financial Pronouncements as issued by the Financial Reporting Standards Council as well as the requirements of the Companies
     Act of South Africa and the Johannesburg Stock Exchange Listings Requirements.
 
     The condensed consolidated interim report does not include all the disclosures required for complete annual financial statements prepared
     in accordance with IFRS as issued by the International Accounting Standards Board (IASB). The accounting policies used in preparing the
     condensed consolidated interim report are consistent with those applied in the previous annual financial statements.
 
     The group has adopted all new and amended accounting pronouncements issued by the IASB that are effective for financial years commencing
     1 April 2015. None of the new or amended accounting pronouncements that are effective for the financial year commencing 1 April 2015 are
     expected to have a material impact on the group.
 
     Trading profit excludes amortisation of intangible assets (other than software), equity-settled share-based payment expenses relating to
     transactions to be settled through the issuance of treasury shares, retention option expenses and other gains/losses, but includes the finance
     cost on transponder leases.
 
     Core headline earnings exclude once-off and non-operating items. We believe it is a useful measure of the group's sustainable operating
     performance. However, this is not a defined term under IFRS and may not be comparable with similarly titled measures reported by other
     companies.

3.   Review by the independent auditor
     This condensed consolidated interim report has been reviewed by the company's auditor, PricewaterhouseCoopers Inc., whose unqualified
     report appears at the end of the condensed consolidated interim report.

4.   Calculation of headline and core headline earnings
                                                                               Six months ended             Year ended
                                                                                  30 September                31 March
                                                                            2015                 2014              2015
                                                                        Reviewed             Reviewed           Audited
                                                                             R'm                  R'm               R'm
     Net profit attributable to shareholders                               7 985                8 937            14 023
     Adjusted for:    
     – insurance proceeds                                                   (10)                    –              (21)
     – impairment of property, plant and equipment and other assets            1                  148               508
     – impairment of goodwill and other intangible assets                  1 945                   24               176
     – loss/(profit) on sale of property, plant and equipment and    
       intangible assets                                                       8                  (3)                 1
     – gains on acquisitions and disposals of investments                (1 215)                (107)           (1 730)
     – remeasurement of previously held interest                           (334)                 (36)              (39)
     – dilution (gains)/losses on equity-accounted investments           (1 979)                   71           (1 499)
     – remeasurements included in equity-accounted earnings                (565)              (4 534)           (4 469)
     – impairment of equity-accounted investments                              6                    –               478
     Total tax effects of adjustments                                         65                  (4)             (115)
     Total adjustment for non-controlling interest                           (6)                 (12)              (79)
     Headline earnings                                                     5 901                4 484             7 234
     Adjusted for:    
     – equity-settled share-based charges                                  1 113                  587             1 525
     – (recognition)/reversal of deferred tax assets                        (14)                    –               228
     – amortisation of other intangible assets                             1 243                  741             1 667
     – fair-value adjustments and currency translation differences           462                  135               301
     – retention option expense                                               19                  109               133
     – business combination losses                                            62                   21               140
     Core headline earnings                                                8 786                6 077            11 228
  
     The diluted earnings, headline earnings and core headline earnings per share figures presented on the face of the income statement include
     a decrease of R106m (2014: Rnil and 31 March 2015: R220m) relating to the future dilutive impact of potential ordinary shares issued by
     equity-accounted investees.

5.   Interest received/(paid)
                                                                                Six months ended             Year ended
                                                                                  30 September                 31 March
                                                                            2015                 2014              2015
                                                                        Reviewed             Reviewed           Audited
                                                                             R'm                  R'm               R'm
     Interest received                                                       270                  206               501
     – loans and bank accounts                                               242                  176               415
     – other                                                                  28                   30                86
     Interest paid                                                       (1 738)              (1 332)           (2 752)
     – loans and overdrafts                                              (1 392)                (963)           (2 020)
     – transponder leases                                                  (207)                (182)             (376)
     – other                                                               (139)                (187)             (356)
     Other finance income/(cost) – net                                     (525)                 (82)             (573)
     – net foreign exchange differences and fair value adjustments      
       on derivatives                                                      (538)                (111)             (615)
     – preference dividends received                                          13                   29                42
  
6.   Equity-accounted results
     The group's equity-accounted investments contributed to the condensed consolidated interim financial results as follows:
  
                                                                                Six months ended             Year ended
                                                                                  30 September                 31 March
                                                                            2015                 2014              2015
                                                                        Reviewed             Reviewed           Audited
                                                                             R'm                  R'm               R'm
     Share of equity-accounted results                                     8 029                9 932            16 384
     – sale of assets                                                         19                    –                30
     – disposal of investments                                           (1 498)              (4 754)           (5 612)
     – impairment of investments                                             965                  239             1 101
     Contribution to headline earnings                                     7 515                5 417           11 903
     – amortisation of intangible assets                                     994                  474             1 125
     – equity-settled share-based charges                                    983                  469             1 182
     – fair-value adjustments and currency translation differences            63                   77             (121)
     Contribution to core headline earnings                                9 555                6 437            14 089
     Tencent                                                              10 829                6 197            14 588
     Mail.ru                                                                 296                  528               983
     Other                                                               (1 570)                (288)           (1 482)

7.   Profit before taxation
     In addition to the items already detailed, profit before taxation has been determined after taking into account, inter alia, the following:

                                                                                            Six months ended               Year ended
                                                                                               30 September                  31 March
                                                                                      2015                   2014                2015
                                                                                  Reviewed               Reviewed             Audited
                                                                                       R'm                    R'm                 R'm
     Depreciation of property, plant and equipment                                   1 176                  1 089               2 205
     Amortisation                                                                      512                    472                 976
     – other intangible assets                                                         381                    361                 751
     – software                                                                        131                    111                 225
     Other gains/(losses) – net                                                    (1 940)                  (124)               (688)
     – (loss)/profit on sale of property, plant and equipment and other
       intangible assets                                                               (8)                      3                 (1)
     – impairment of goodwill and other intangible assets                          (1 945)                   (24)               (176)
     – impairment of property, plant and equipment and other assets                    (1)                  (148)               (508)
     – dividends received on investments                                                 4                      –                   6
     – insurance proceeds                                                               10                      –                  21
     – fair-value adjustments on financial instruments                                   –                     45                (30)
     Gains on acquisitions and disposals                                             1 486                    118               1 605
     – gains on disposal of investments                                              1 210                    107                 788
     – gains recognised on loss of control transactions                                  –                      –                 936
     – remeasurement of earn-out obligations                                          (20)                      –                  29
     – acquisition-related costs                                                      (43)                   (25)               (192)
     – remeasurement of previously held interest                                       334                     36                  39
     – other                                                                             5                      –                   5

8.   Goodwill
     Goodwill is subject to an annual impairment assessment. Movements in the group's goodwill for the period are detailed below:
 
                                                                                            Six months ended                Year ended
                                                                                                30 September                  31 March
                                                                                       2015                   2014                2015
                                                                                   Reviewed               Reviewed             Audited
                                                                                        R'm                    R'm                 R'm
     Goodwill
     – cost                                                                          26 353                 29 405              29 405
     – accumulated impairment                                                       (3 397)                (3 594)             (3 594)
     Opening balance                                                                 22 956                 25 811              25 811
     – foreign currency translation effects                                           2 097                  (115)             (1 350)
     – acquisitions of subsidiaries and businesses                                      914                    428               1 185
     – disposals of subsidiaries and businesses                                         (1)                  (179)               (996)
     – transferred to assets classified as held for sale                            (2 156)                      –             (1 671)
     – impairment                                                                   (1 938)                   (10)                (23)
     Closing balance                                                                 21 872                 25 935              22 956
     – cost                                                                          27 348                 29 537              26 353
     – accumulated impairment                                                       (5 476)                (3 602)             (3 397)
 
     The impairment loss recognised during the current reporting period relates to the group's investment in its online comparison shopping
     business Buscapé. Buscapé forms part of the ecommerce segment. The impairment loss has been calculated on a value-in-use basis using a
     10-year projected cash flow model, a growth rate of 4% and a discount rate of 20%.

9.   Investments and loans
     The following relates to the group's investments and loans as at the end of the reporting period:
        
                                                                                              Six months ended               Year ended
                                                                                                 30 September                  31 March
                                                                                        2015                   2014                2015
                                                                                    Reviewed               Reviewed             Audited
                                                                                         R'm                    R'm                 R'm
     Investments and loans                                                            98 587                 66 524              77 268
     – listed investments                                                             81 960                 57 016              64 232
     – unlisted investments and loans                                                 16 627                  9 508              13 036

10.  Commitments
     Commitments relate to amounts for which the group has contracted, but that have not yet been recognised as obligations in the statement
     of financial position.
                                                                                            Six months ended                 Year ended
                                                                                              30 September                     31 March
                                                                                        2015                   2014                2015
                                                                                    Reviewed               Reviewed             Audited
                                                                                         R'm                    R'm                 R'm
     Commitments                                                                      51 157                 30 954              33 813
     – capital expenditure                                                               753                    425                 498
     – programme and film rights                                                      32 118                 16 532              18 416
     – network and other service commitments                                           3 241                  1 475               1 716
     – transponder leases(1)                                                          12 412                 10 446              11 038
     – operating lease commitments                                                     1 779                  1 453               1 503
     – set-top box commitments                                                           854                    623                 642

(1)  Transponder lease commitments disclosed for the six months ended 30 September 2014 and the year ended 31 March 2015 have been restated to
     include R3,5bn and R3,8bn, respectively, relating to a transponder lease which only commences during January 2016.

     The group operates a number of businesses in jurisdictions where withholding taxes are payable on certain transactions or payments. In some
     circumstances, transactions could potentially lead to withholding taxes being payable. Our current assessment of possible withholding tax
     exposures, including interest and potential penalties, amounts to approximately R3,1bn (31 March 2015: R2,6bn).

11.  Disposal groups classified as held for sale
     The group classified the assets and liabilities of Netretail, its Czech online retail and ecommerce platform, Heureka, the group's Czech online
     comparison shopping platform, its content-enabled workflow solutions provider for South African property professionals, Korbitec Proprietary
     Limited, as well as the assets and liabilities of various other smaller businesses, as held for sale during the period ended 30 September 2015.
     Significant classes of assets and liabilities, classified as held for sale as at 30 September 2015, are detailed in the table below:
     
                                                              Six months ended              Year ended
                                                                30 September                  31 March
                                                            2015                2014              2015
                                                        Reviewed            Reviewed           Audited
                                                             R'm                 R'm               R'm
     Assets                                                4 397                 584             2 245
     Property, plant and equipment                           327                 423               102
     Goodwill                                              2 156                   –             1 331
     Other intangible assets                                 758                   –               561
     Inventory                                               607                   –                20
     Trade and other receivables                             331                 161               107
     Deferred taxation                                        28                   –                74
     Cash and cash equivalents                               190                   –                50
     Liabilities                                           1 411                   9               135
     Trade payables                                          653                   –                27
     Accrued expenses and other current liabilities          313                   9                74
     Borrowings and other long-term liabilities              147                   –                 –
     Deferred taxation                                       139                   –                34
     Bank overdraft                                          159                   –                 –

12.  Business combinations, other acquisitions and disposals
     In May 2015 the group invested R122m in Ambatana Holdings B.V. ("Ambatana"), an entity operating a hyperlocal classifieds marketplace app
     under the Letgo brand. The investment resulted in Ambatana being accounted for as an associate of the group. A further R693m was invested
     in Ambatana during September 2015, resulting in the group having a 67,5% interest on a fully diluted basis at the end of the reporting period.
     The additional investment was accounted for as a business combination with an effective date of 30 September 2015. The total purchase
     consideration amounted to R808m representing the fair value of the group's previously held equity interest in Ambatana of R473m and the
     fair value of a call option granted to the former owners of Ambatana amounting to R336m. The cash invested and cash consideration still
     payable, in aggregate amounting to R693m, remains within the group following the transaction and is accordingly not disclosed as part of the
     consideration transferred by the group or assets of Ambatana acquired, although it did affect the amount of goodwill recognised in the business
     combination. A gain of R334m has been recognised in "Gains on acquisitions and disposals" in the income statement on the remeasurement
     of the group's previously held equity interest in Ambatana to its fair value. The purchase price allocation: property, plant and equipment R4m;
     intangible assets R231m; cash R7m; other receivables R20m; trade and other payables R39m; deferred tax liability R58m and the balance
     of R907m to goodwill. The transaction gave rise to the recognition of non-controlling interest of R264m, which has been measured at the
     non-controlling interest's proportionate share of the identifiable net assets of Ambatana as at the acquisition date. The accounting for this
     business combination, including the identification of intangible assets and the recognition of goodwill, has not been finalised and is reported
     provisionally in the condensed consolidated interim report.

     Had the revenue and net results of Ambatana been included from 1 April 2015, it would not have had a significant effect on the group's
     consolidated revenue and net results.
  
     The following relates to the group's investments in its equity-accounted investees:
  
     During April 2015 the group invested R501m in its joint venture Konga Online Shopping Limited ("Konga"). Following the additional investment,
     the group continues to exert joint control over Konga with its 50,9% interest on a fully diluted basis.
  
     The group's associate Flipkart Limited ("Flipkart") undertook two funding rounds during April and July 2015 in which the group did not participate.
     The funding rounds resulted in a dilution of the group's interest in Flipkart and in the recognition of an aggregate net dilution gain of R1,25bn
     in "Dilution gains/(losses) on equity-accounted investments". Following the dilutions, the group now holds a 14,95% interest in Flipkart on a
     fully diluted basis.
  
     During May 2015 the group invested R122m in its joint venture Souq Group Limited ("Souq") as part of a funding round. Souq undertook another
     funding round during July 2015 in which the group did not participate. These funding rounds resulted in a dilution of the group's interest in Souq
     and in the recognition of an aggregate net dilution gain of R802m in "Dilution gains/(losses) on equity-accounted investments". Following the
     dilutions, the group now holds a 36,88% interest in Souq on a fully diluted basis.
  
     The group invested R277m in its available-for-sale investment Avenida Inc. ("Avenida") during July 2015. The transaction resulted in Avenida
     becoming an associate and the group now holds a 23,43% interest in Avenida on a fully diluted basis.
  
     The group invested R716m as part of a funding round of its associate Takealot Online (RF) Proprietary Limited ("Takealot") during August 2015.
     The group now has a 42,2% interest in Takealot on a fully diluted basis.

     The following relates to significant disposals by the group during the reporting period:
 
     During September 2015 the group disposed of its interest in Ricardo.ch AG following approval of the transaction by regulatory authorities. The
     proceeds on sale amounted to R3,4bn and a gain of R1,1bn was recognised in "Gains on acquisitions and disposals" in the income statement
     following the transaction.
 
     The group disposed of its 9,9% interest in its available-for-sale investment Beijing Media Corporation during August 2015 for a cash consideration
     of R164m. The transaction resulted in the recognition of an aggregate gain on disposal of R148m, which has been recognised in "Gains on
     acquisitions and disposals" in the income statement.
 
     Investments acquired and funding rounds participated in were funded through the utilisation of existing credit facilities and proceeds received
     from disposals during the reporting period.

13.  Issue of listed bond
     The group issued a 10-year US$1,2bn international bond in July 2015. The bond matures in July 2025 and carries a fixed interest rate of 5,5%
     per annum. The proceeds will be utilised for general corporate purposes, including the repayment of certain amounts on the group's offshore
     revolving credit facility and to fund the group's future growth strategy.
 
14.  Financial instruments
     The group's activities expose it to a variety of financial risks such as market risk (including currency risk, fair-value interest rate risk, cash flow
     interest rate risk and price risk), credit risk and liquidity risk.
 
     The condensed consolidated interim report does not include all financial risk management information and disclosures required in the annual
     financial statements and should be read in conjunction with the group's annual financial statements as at 31 March 2015. There have been no
     material changes in the group's credit, liquidity, market risks or key inputs used in measuring fair value since 31 March 2015.
 
     The fair values of the group's financial instruments that are measured at fair value at each reporting period are categorised as follows:
     
                                          Fair-value measurements at 30 September 2015 using:
                                               Quoted prices
                                           in active markets            Significant
                                               for identical                  other          Significant
                                                   assets or             observable         unobservable
                                                 liabilities                 inputs               inputs
                                                   (level 1)              (level 2)            (level 3)
                                                         R'm                    R'm                  R'm
     Assets          
      Foreign exchange contracts                           –                  1 210                    –
     Liabilities              
      Shareholders' liabilities                            –                      –                  515
      Earn-out obligations                                 –                      –                  422
      Interest rate swaps                                  –                    340                    –

                                             Fair-value measurements at 31 March 2015 using:
                                             Quoted prices in
                                           active markets for      Significant other          Significant
                                          identical assets or             observable         unobservable
                                                  liabilities                 inputs               inputs
                                                    (level 1)              (level 2)            (level 3)
                                                          R'm                    R'm                  R'm
     Assets  
      Available-for-sale investments                      143                      –                    –
      Foreign exchange contracts                            –                    551                    –
     Liabilities       
      Foreign exchange contracts                            –                     19                    –
      Shareholders' liabilities                             –                      –                  358
      Earn-out obligations                                  –                      –                  477
      Interest rate swaps                                   –                    343                    –

     The fair values of level 2 and 3 financial instruments are measured as follows:
     
     -  Foreign exchange contracts – market observable quotes of forward foreign exchange rates on instruments that have a similar maturity
        profile.
     
     -  Interest rate swaps – discounted cash flow techniques using only market observable information.
     
     -  Shareholders' liabilities – option pricing models and discounted cash flow techniques. Significant inputs include: fair values of underlying
        shares, strike prices, risk-free interest rates, calculated volatilities and the period to exercise.
     
     -  Earn-out obligations – discounted cash flow techniques. Key inputs include: forecasts of the extent to which performance criteria are
        expected to be met, discount rates and contractually specified earn-out payments.
     
     A reconciliation of the movements in the carrying values of level 3 fair-value measurements is provided below:
     
                                                                                  30 September 2015
                                                              Shareholders'              Earn-out
                                                                liabilities           obligations               Total
                                                                        R'm                   R'm                R'm
     Opening balance                                                    358                   477                 835
     Total losses recognised in the income statement                      6                    21                  27
     Additional obligations raised                                      336                     –                 336
     Cancellations                                                     (46)                     –                (46)
     Settlements                                                      (160)                  (76)               (236)
     Foreign currency translation effects                                21                     –                  21
     Closing balance                                                    515                   422                 937
          
     The group has assessed that, if one or more of the inputs used in measuring the fair value of shareholders' liabilities and earn-out obligations
     were changed to a reasonably possible alternative assumption, it would not have a significant impact on these fair-value measurements.
     
                                                                                    31 March 2015
                                                              Shareholders'              Earn-out
                                                                liabilities           obligations               Total
                                                                        R'm                   R'm                 R'm
     Opening balance                                                    806                   263               1 069
     Total losses/(gains) recognised in the income statement             50                  (18)                  32
     Additional obligations raised                                        –                   345                 345
     Cancellations/Reclassifications                                  (493)                     –               (493)
     Settlements                                                       (78)                 (109)               (187)
     Foreign currency translation effects                                73                   (4)                  69
     Closing balance                                                    358                   477                 835
     
     The group discloses the fair values of the following financial instruments as their carrying values are not a reasonable approximation of their
     fair values:
                                                            
                                                                                                30 September 2015
                                                                                         Carrying                Fair
                                                                                            value               value
     Financial liabilities                                                                    R'm                 R'm
     Capitalised finance leases                                                             8 944               9 246
     Publicly traded bonds                                                                 40 181              41 461
                                                            
                                                                                            31 March 2015
                                                                                         Carrying                Fair
                                                                                            value               value
     Financial liabilities                                                                    R'm                 R'm
     Capitalised finance leases                                                             8 248               8 530
     Publicly traded bonds                                                                 20 637              22 590

15.  Events after the reporting period
     In October 2015 the group entered into an agreement with the existing shareholders of its associate Avito AB ("Avito") for the purchase of an
     additional 50,5% interest in Avito. The cash purchase consideration amounts to US$1,2bn. The group will obtain control of Avito with its 67,9%
     interest, on a fully diluted basis, following the transaction. The transaction is subject to regulatory approval.

     The group also concluded the sale of its online retail and ecommerce platform Netretail, as well as the sale of its Czech online comparison-
     shopping platform, Heureka, during October 2015. The assets and liabilities of Netretail and Heureka are presented as held for sale as at
     30 September 2015 in this condensed consolidated interim report (refer to note 11).
  
     In terms of the memorandum of incorporation (MOI) of Naspers there is an obligation to maintain the integrity of Naspers's existing control
     structure constituted by the A ordinary shares and the N ordinary shares in the share capital of the company. The voting percentage of the
     control structure companies, Naspers Beleggings (RF) Beperk and Keeromstraat 30 Beleggings (RF) Beperk, is close to falling below 50% as
     a result of the issue of Naspers N ordinary shares. The MOI provides that if the allotment and issue of N ordinary shares affects the existing
     voting relationship between the A and N shareholders, then there is an obligation on the Naspers board ("the board") to restore the voting
     relationship by issuing further A ordinary shares to the existing holders of A ordinary shares by way of a capitalisation issue. Pursuant to its
     obligations under the MOI, the board approved that a capitalisation award of 194 607 A ordinary shares be made on 26 November 2015 on a
     pro rata basis to existing A ordinary shareholders at their par value of R20,00 per share. The effect of the capitalisation issue is to increase the
     voting percentage of the control structure companies to 54,68% and restore the voting percentage of the A ordinary shareholders to 68,38%,
     the percentage it was on 31 August 2012 being the date on which the new MOI of the company was adopted.

16.  Pro forma financial information presented in the condensed consolidated interim report
     The group has presented certain revenue and trading profit metrics on a constant currency, organic basis ("the pro forma financial information")
     in the commentary to the condensed consolidated interim report. The pro forma financial information is the responsibility of the board of
     directors ("the board") of Naspers Limited and is presented for illustrative purposes. Information presented on a pro forma basis has been
     extracted from the group's management accounts, the quality of which the board is satisfied with.

     Shareholders are advised that, due to the nature of the pro forma financial information and the fact that it has been extracted from the group's
     management accounts, it may not fairly present the group's financial position, changes in equity, results of operations or cash flows.
  
     The pro forma financial information has been prepared to illustrate the impact of changes in foreign exchange rates and changes in the
     composition of the group on its results for the six months ended 30 September 2015. The following methodology was applied in calculating
     the pro forma financial information:

     1.  Foreign exchange/constant currency adjustments have been calculated by adjusting the current period's results to the prior period's
         average foreign exchange rates, determined as the average of the monthly exchange rates for that period. The organic pro forma
         financial information quoted is calculated as the constant currency results, arrived at using the methodology outlined above, compared
         to the prior period's actual IFRS results. The relevant average exchange rates used for the most significant currencies were: US dollar
         (2015: R12,67; 2014: R10,73), Polish zloty (2015: R3,39; 2014: R3,44), Russian rouble (2015: R0,22; 2014: R0,30), Chinese yuan renminbi
         (2015: R2,02; 2014: R1,73), Indian rupee (2015: R0,20; 2014: R0,18) and Brazilian real (2015: R3,76; 2014: R4,72).
  
     2.  Adjustments made for changes in the composition of the group relate to acquisitions and disposals of subsidiaries and equity-accounted
         investments, as well as to changes in the group's shareholding in its equity-accounted investments. The following significant changes in
         the composition of the group during the reporting period have been adjusted for in arriving at the pro forma financial information:
         
                                                                                     Basis of                   Reportable         Acquisition/
         Transaction                                                                 accounting                 segment            Disposal
         Disposal by Tencent of its ecommerce businesses to JD.com                   Associate                  Internet           Disposal
         Acquisition by Mail.ru of a controlling interest in VK.com                  Associate                  Internet           Acquisition
         Dilutions of the group's interest in Flipkart and Souq                      Associate and joint        Ecommerce          Disposal
                                                                                     venture respectively          
         Acquisition of the group's interest in Takealot                             Associate                  Ecommerce          Acquisition
         Disposal of Kalahari.com                                                    Subsidiary                 Ecommerce          Disposal
         Disposal of Ricardo                                                         Subsidiary                 Ecommerce          Disposal
         Disposal of 7Pixel S.r.l.                                                   Subsidiary                 Ecommerce          Disposal
         Acquisition of control over iFood, Apontador, MapLink and other             Subsidiary                 Ecommerce          Acquisitions
         smaller subsidiaries within the Movile group          
         Effects of entering into joint classifieds business activities in Brazil,   Associates and joint       Ecommerce          Acquisitions
         Indonesia, Bangladesh, Thailand and the Philippines with Schibsted          ventures      
         ASA Media Group, Telenor Holdings ASA and Singapore Press      
         Holdings Limited

The net adjustment made for all acquisitions and disposals that took place during the period amounted to a negative adjustment of R2,1bn on
revenue and a positive adjustment of R217m on trading profit.

The review report issued by the group's external auditor and which appears at the end of this condensed consolidated interim report does
not extend to the pro forma financial information. An assurance report issued in respect of the pro forma financial information, by the group's
external auditor, is available at the registered office of the company.

The adjustments to the amounts, reported in terms of IFRS, that have been made in arriving at the pro forma financial information are
presented in the table below:

                                                                  Six months ended 30 September
                                                    2015                2015
                                               Pro forma           Pro forma          
                                  2014           foreign               group             2015             2015            2015            2015
                              Reviewed          currency         composition        Pro forma         Reviewed       Pro forma        Reviewed
                                  IFRS        adjustment          adjustment          organic             IFRS         organic            IFRS
                                   R'm               R'm                 R'm              R'm              R'm        % change        % change
Revenue(1)                    
Internet                        35 817             4 045             (2 195)           10 038           47 705              28              33
– Tencent                       22 370             4 515             (2 364)            6 703           31 224              30              40
– Mail.ru                        1 306             (424)                 209               63            1 154               5            (12)
– Ecommerce                     12 141              (46)                (40)            3 272           15 327              27              26
Video entertainment             20 186               590                   –            1 808           22 584               9              12
Print media                      3 944                 –                  54                5            4 003               –               1
Economic interest               59 947             4 635             (2 141)           11 851           74 292              20              24
Trading profit(1)                   
Internet                         6 477             1 383                 217            2 124           10 201              33              57
– Tencent                        8 248             1 954                (49)            3 368           13 521              41              64
– Mail.ru                          655             (168)                  92            (130)              449            (20)            (31)
– Ecommerce                    (2 426)             (403)                 174          (1 114)          (3 769)            (46)            (55)
Video entertainment              4 969                84                   –             (36)            5 017             (1)               1
Print media                         90                 –                   –              112              202             124             124
Corporate services                (98)                46                   –             (23)             (75)            (23)              23
Economic interest               11 438             1 513                 217            2 177           15 345              19              34
Other metrics reported1                    
Development spend(2)                    
– economic interest              4 374               369                   –              366            5 109               8               –
– consolidated                   4 025               276                   –            (788)            3 513            (20)               –
Consolidated revenue            34 363               409               (416)            3 405           37 761              10              10
Classifieds revenue                852               (8)                (57)              370            1 157              43              36
Etail revenue                    6 690               248                  43            2 339            9 320              35              39
Payments revenue                   731              (27)                   –              154              858              21              17
Travel revenue                     313                52                   –              139              504              44              61

(1) All figures are presented on an economic interest basis unless otherwise indicated.
(2) Development spend is not an IFRS measure and accordingly does not have a corresponding IFRS equivalent and therefore has been excluded from
    the assurance report issued by the group's external auditor.

ADMINISTRATION AND CORPORATE INFORMATION

Naspers Limited
Incorporated in the Republic of South Africa
(Registration number 1925/001431/06)
("Naspers")
JSE share code: NPN              ISIN: ZAE000015889
LSE share code: NPSN             ISIN: US 6315121003

Directors
J P Bekker (chair), B van Dijk (chief executive), C L Enenstein, D G Eriksson, R C C Jafta, F L N Letele, D Meyer,
R Oliveira de Lima, S J Z Pacak, T M F Phaswana, V Sgourdos, M R Sorour, J D T Stofberg, B J van der Ross

Company secretary
G Kisbey-Green

Registered office
40 Heerengracht, Cape Town 8001, South Africa
(PO Box 2271, Cape Town 8000, South Africa)

Transfer secretaries
Link Market Services South Africa Proprietary Limited
13th Floor, Rennie House, 19 Ameshoff Street, Braamfontein 2001, South Africa
(PO Box 4844, Johannesburg 2000, South Africa)

ADR programme
Bank of New York Mellon maintains a GlobalBuyDIRECTSM plan for Naspers Limited. For additional information, please visit Bank of New York
Mellon's website at www.globalbuydirect.com or call Shareholder Relations at 1-888-BNY-ADRS or 1-800-345-1612 or write to: Bank of New York
Mellon, Shareholder Relations Department – GlobalBuyDIRECTSM, Church Street Station, PO Box 11258, New York, NY 10286-1258, USA.

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", "endeavour" and similar expressions are intended to identify such forward-looking
statements, but are not the exclusive means of identifying such statements. While these forward-looking statements represent our judgements and
future expectations, a number of risks, uncertainties and other important factors could cause actual developments and results to differ materially
from our expectations. These include factors that could adversely affect our businesses and financial performance. We are not under any obligation
to (and expressly disclaim any such obligation to) update or alter our forward-looking statements, whether as a result of new information, future
events or otherwise. Investors are cautioned not to place undue reliance on any forward-looking statements contained herein.

Sponsor
Investec Bank Limited

INDEPENDENT AUDITOR'S REVIEW REPORT ON INTERIM FINANCIAL STATEMENTS

To the shareholders of Naspers Limited

We have reviewed the condensed consolidated interim financial statements of Naspers Limited in the
accompanying interim report, which comprise the condensed consolidated statement of financial position as
at 30 September 2015 and the related consolidated income statement and condensed consolidated
statements of comprehensive income, changes in equity and cash flows for the six-months then ended, and
selected explanatory notes.

Directors' responsibility for the interim financial statements

The directors are responsible for the preparation and presentation of these interim financial statements in
accordance with the International Financial Reporting Standard, (IAS) 34 Interim Financial Reporting, the
SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial
Pronouncements as issued by the Financial Reporting Standards Council and the requirements of the
Companies Act of South Africa, and for such internal control as the directors determine is necessary to
enable the preparation of interim financial statements that are free from material misstatement, whether
due to fraud or error.

Auditor's responsibility

Our responsibility is to express a conclusion on these interim financial statements. We conducted our review
in accordance with International Standard on Review Engagements 2410, Review of Interim Financial
Information Performed by the Independent Auditor of the Entity. ISRE 2410 requires us to conclude
whether anything has come to our attention that causes us to believe that the interim financial statements
are not prepared in all material respects in accordance with the applicable financial reporting framework.
This standard also requires us to comply with relevant ethical requirements.

A review of interim financial statements in accordance with ISRE 2410 is a limited assurance engagement.
We perform procedures, primarily consisting of making inquiries of management and others within the
entity, as appropriate, and applying analytical procedures, and evaluate the evidence obtained.

The procedures in a review are substantially less than and differ in nature from those performed in an audit
conducted in accordance with International Standards on Auditing. Accordingly, we do not express an audit
opinion on these interim financial statements.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying
condensed consolidated interim financial statements of Naspers Limited for the six months ended
30 September 2015 are not prepared, in all material respects, in accordance with the International Financial
Reporting Standard, (IAS) 34 Interim Financial Reporting, the SAICA Financial Reporting Guides as issued
by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting
Standards Council and the requirements of the Companies Act of South Africa.

Other matter

We have not reviewed future financial performance and expectations expressed by the directors included in
the commentary in the accompanying interim financial statements and accordingly do not express an
opinion thereon.

PricewaterhouseCoopers Inc.
Director: Brendan Deegan
Registered Auditor
Cape Town
27 November 2015

PricewaterhouseCoopers Inc., No 1 Waterhouse Place, Century City 7441, P O Box 2799, Cape Town 8000
T: +27 (21) 529 2000, F: +27 (21) 529 3300, www.pwc.co.za

Chief Executive Officer: T D Shango
Management Committee: T P Blandin de Chalain, S N Madikane, P J Mothibe, C Richardson, A R Tilakdari, F Tonelli, C Volschenk
Western Cape region – Partner in charge: D J Fölscher
The Company's principal place of business is at 2 Eglin Road, Sunninghill where a list of directors' names is available for inspection.
Reg. no. 1998/012055/21, VAT reg.no. 4950174682



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