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MULTICHOICE GROUP LIMITED - Summarised consolidated financial results for the year ended 31 March 2019

Release Date: 18/06/2019 15:45
Code(s): MCG     PDF:  
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Summarised consolidated financial results for the year ended 31 March 2019

MULTICHOICE GROUP LIMITED
(formerly MultiChoice Group Proprietary Limited and K2018473845 (South Africa) Proprietary Limited)
(incorporated in the Republic of South Africa)
(Registration number: 2018/473845/06)
JSE Share Code: MCG ISIN: ZAE000265971
("MultiChoice" or "the Company" or "the group")

SUMMARISED CONSOLIDATED FINANCIAL RESULTS FOR THE YEAR ENDED 31 MARCH 2019

EXECUTIVE REVIEW OF OUR PERFORMANCE
MultiChoice Group (MCG or the group) delivered solid results for the year ended 31 March 2019.

A total of 1.6m subscribers were added across the continent, representing 12% year-on-year (YoY) growth, taking the
overall active subscriber base to 15.1m subscribers. This was achieved despite continued macroeconomic headwinds and
consumer affordability pressure, illustrating the resilience of our products. The year also marks the first time 
that the Rest of Africa (RoA) base of 7.7m subscribers exceeded the 7.4m subscribers in South Africa.

The group generated revenue of R50.1bn, up 6% on last year (6% organic). Subscription revenue amounted to R41.2bn, up
7% on last year (8% organic). This represents an acceleration in growth from previous years driven by the continued
success of our value strategy in the RoA and a healthy contribution from South Africa. 

Group trading profit rose 11% to R7bn (27% organic) benefiting from a R0.9bn reduction in losses in RoA. As part of
the group's cost optimisation programme, a further R1.3bn in costs were removed from the base during the year. This
resulted in overall costs being contained to an increase of 5% (2% organic) and achieved the group target of keeping 
the rate of growth in costs below the rate of growth in revenue.

The group continued its investment in local content adding a further 4 600 hours to take the local content library to
nearly 50 000 hours. The spend on local general entertainment content as a percentage of total general entertainment
content increased from 38% to 40%, in line with the strategy to reach a target of 45%. 

Core headline earnings, the board's measure of sustainable business performance, was up 10% on last year at R1.8bn.

Consolidated free cash flow of R3.3bn was up 96% compared to the prior year. This was achieved after an improvement in
the trading result from the RoA, the non-recurrence of once-off content prepayments in the prior year and remittances
of cash from Angola.

Capital expenditure of R1bn was slightly up YoY due to additional investments in information technology infrastructure 
to improve customer experience as well as the renewal of our digital terrestrial television (DTT) licence in Nigeria. 
The cash conversion ratio (EBITDA-Capex/EBITDA) remains positive at 90%.

As one of the largest taxpayers in Africa, MCG paid direct cash taxes of R3.7bn, in line with the previous year.

Net interest paid amounted to R305m, an increase of R152m from the previous year. This was due to an increase in the
interest-bearing loan funding received from Naspers in the RoA segment which was capitalised as part of the unbundling.

The group balance sheet is strong with R9.8bn in net assets, including R6.7bn of cash and cash equivalents and 
R3.5bn in undrawn facilities providing R10.2bn in financial flexibility to fund our business plan.

Segmental review
South Africa
The South African business delivered subscriber growth of 8% YoY or 0.5m subscribers and generated revenues of
R33.7bn, up 3% (4% organic) from the prior year. This was on the back of healthy subscriber growth in the mass market 
and despite absorbing a 1% increase in value-added tax by not passing it on to customers. The Premium segment remained 
under pressure as consumers were impacted by rising fuel and other costs and we competed for share of wallet. ARPU 
declined from R335 to R322 due to the ongoing change in subscriber mix towards the mass market. Trading profit was 
in line with the prior year at R10.2bn, while the trading margin remained relatively stable at 30%. 

The segment continued to drive product enhancements by expanding the content offering in some of its bouquets and
adding JOOX, a music streaming service, to its platform. Sustained efforts to grow the digital offering through 
Connected Video and position the business for the future, saw good uptake of both the Showmax and DStv Now services. 
As a result, online subscribers doubled YoY. 

Rest of Africa
The Rest of Africa (RoA) business continued to build on the success of its value strategy by growing the subscriber
base 17% YoY or 1.1m subscribers. The Fifa World Cup resonated extremely positively with our customers and we used 
the event to drive uptake of our products on both the satellite and digital terrestrial platforms. 

The strong subscriber growth translated into revenue growth of 13% (13% organic) to R14.8bn, while trading losses
reduced 19% (41% organic) or R0.9bn (R1.9bn organic) to R3.7bn. Encouragingly, average revenue per user (ARPU) in 
the RoA has stabilised at R159 (FY2018: R160). This is despite the macroeconomic environment that remained 
challenging with material currency depreciation in the Angolan kwanza (60%), Zambian kwacha (17%) and the 
Ghanaian cedi (11%). 

To solidify our position in the Angolan market, we converted the Angolan operation from an agency to a subsidiary,
which has been fully consolidated, from 1 February 2019. 

Cash balances and trade receivables of R298m held in Angola and Zimbabwe that remain exposed to weakening currencies,
have reduced 80% compared to last year's balance. Liquidity constraints in Angola improved considerably in FY2019,
leaving a closing cash position of R168m as at 31 March 2019. 

Technology segment
The Technology segment delivered steady results and contributed R1.6bn in revenues and R0.6bn in trading profit.
Despite the impact of non-recurring projects, which generated revenues in the prior year, tight cost controls 
resulted in trading profits increasing 18% (21% organic) YoY. 

Irdeto had some key customer wins in FY2019, including Tata Sky and Bharti Airtel in India. It continues to invest 
in connected industries, a market which is showing great promise, and that should start contributing more 
meaningfully to group revenues in the medium term.

Empowerment transaction
The group remains fully committed to broad-based black economic empowerment and transformation. To reinforce this, 
on 4 March 2019, the date of the group unbundling from Naspers Limited, the group allocated, for no consideration, 
an additional 5% stake in the MultiChoice South Africa group to Phuthuma Nathi, our black economic empowerment 
scheme. The value of this 5% has been calculated at R1.9bn, after the impact of the non-controlling interest, 
which has an adverse impact on earnings and headline earnings per share of 438 SA cents. 

Prospects
In the year ahead, the group will continue scaling its video-entertainment services across the continent, mainly in
the middle and mass markets. Top-line volume growth combined with inflationary price increases and a focus on cost
containment is expected to deliver a continued reduction in trading losses in the RoA and stable margins in South Africa 
and the Technology segment. Innovation is core to our future, and we will continue to drive the adoption of online 
products (particularly in South Africa).

Dividend
As set out in the pre-listing statement no dividend is being declared for FY2019. The group remains on track to
declare a dividend of R2.5bn, or 569 SA cents per share, for FY2020.

Directorate
On 14 May 2019, Ms Christine Sabwa was appointed to the board as an independent non-executive director. Over the past 
21 years, she gained experience in audit, accounting, special investigations, revenue assurance, risk management,
banking, governance and digital finance.

No other changes have been made to the directorate of the group since the publishing of the pre-listing statement on
21 January 2019. 

Group company secretary
On 1 April 2019, Mrs R J Gabriels relinquished her secretarial duties as acting group company secretary for
MultiChoice Group Limited. Ms D M Dickson was subsequently appointed as the group company secretary on 1 April 2019 
by the board.

Preparation of the summarised consolidated financial results
The preparation of the summarised consolidated financial results was supervised by the group's chief financial
officer, Mr Tim Jacobs CA(SA). These results were made public on 18 June 2019.

We operate in 50 countries, resulting in significant exposure to foreign exchange volatility. This can have a notable
impact on reported revenue and trading profit metrics, particularly in the RoA where revenues are earned in local
currencies while the cost base is largely US dollar denominated. 

Where relevant in this report, amounts and percentages have been adjusted for the effects of foreign currency and
acquisitions and disposals to reflect underlying trends. These adjustments (non-IFRS performance measures) are quoted in
brackets as organic, after the equivalent metrics reported under International Financial Reporting Standards (IFRS). A
reconciliation of non-IFRS performance measures (core headline earnings and free cash flow) to the equivalent IFRS metrics
is provided in note 11 of these summarised consolidated financial results. These non-IFRS performance measures constitute
pro forma financial information in terms of the JSE Listings Requirements.

The company's external auditor has not reviewed or reported on forecasts included in these summarised consolidated
financial results. 

On behalf of the board

Imtiaz Patel            Calvo Mawela
Chair                   Chief executive


SUMMARISED CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 31 MARCH
                                                                                2019          2018           %     
                                                                 Notes           R'm           R'm      change    
Revenue                                                              2        50 095        47 452           6    
Cost of providing services and sale of goods                                 (29 203)      (27 588)               
Selling, general and administration expenses                                 (13 496)      (13 058)               
Other operating losses - net                                                     (33)         (425)               
Operating profit                                                               7 363         6 381          15    
Interest income                                                      4           910           699                
Interest expense                                                     4        (1 437)       (1 548)               
Net foreign exchange translation (losses)/gains                      4        (1 492)          699                
Empowerment transaction                                              6        (2 564)            -                
Share of equity-accounted results                                               (171)          (97)               
Other (losses)/gains - net                                                      (112)          113                
Profit before taxation                                               5         2 497         6 247         (60)   
Taxation                                                                      (3 773)       (3 709)               
(Loss)/profit for the year                                                    (1 276)        2 538       <(100)    
Attributable to:                                                                                                  
Equity holders of the group                                                   (1 644)        1 456                
Non-controlling interests                                                        368         1 082                
                                                                              (1 276)        2 538                
Basic and diluted headline (loss)/earnings for the year (R'm)        3       (1 550)         1 797       <(100)   
Basic and diluted headline (loss)/earnings per                  
ordinary share (SA cents)                                            3          (353)          410       <(100)    
Basic and diluted (loss)/earnings for the year (R'm)                          (1 644)        1 456       <(100)    
Basic and diluted (loss)/earnings per ordinary share (SA cents)                 (374)          332       <(100)    
Net number of ordinary shares issued (million)                                   439           439                


SUMMARISED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 MARCH
                                                                                              2019        2018    
                                                                                               R'm         R'm    
(Loss)/profit for the year                                                                  (1 276)      2 538    
Total other comprehensive income, net of tax, for the year:                                 (5 365)      4 147    
Exchange (loss)/gain arising on translation of foreign operations(1)*                       (6 181)      4 607    
Fair-value gains/(losses) on investments held at fair value                                     50         (47)    
Net movement in hedging reserve*                                                             1 326        (565)    
Net tax effect of movements in hedging reserve*                                               (560)        152    
                                                                                                                  
Total comprehensive (loss)/income for the year                                              (6 641)      6 685    
Attributable to:                                                                                                  
Equity holders of the group                                                                 (6 722)      5 077    
Non-controlling interests                                                                       81       1 608    
                                                                                            (6 641)      6 685    
(1) Relates to translation of foreign currency Rest of Africa and Technology businesses. The movement relates 
    mainly to the net liability position of these businesses and the rand depreciation from a closing rate of 
    R11.84 in FY2018 to R14.50 in FY2019. This movement is recognised in other reserves on the summarised 
    consolidated statement of changes in equity.                                   
*   These components of other comprehensive income may subsequently be reclassified to the summarised 
    consolidated income statement during future reporting periods.
    

SUMMARISED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH
                                                                                                Non-                  
                                                        Share         Other   Retained   controlling     Total     
                                                   capital(1)   reserves(2)   earnings     interests    equity    
                                                          R'm           R'm        R'm           R'm       R'm    
Balance at 1 April 2017                                     -        (9 721)    (3 157)       (1 037)  (13 915)   
Profit for the year                                         -             -      1 456         1 082     2 538    
Other comprehensive income                                  -         3 621          -           526     4 147    
Total comprehensive income for the year                     -         3 621      1 456         1 608     6 685    
Share-based compensation movement                           -             -         75             -        75    
Transactions with non-controlling shareholders              -             -         76           (79)       (3)   
Foreign exchange movements on equity reserves               -        (1 056)         -          (443)   (1 499)   
Contribution from parent(3)                                 -             -      9 409             -     9 409    
Dividends declared                                          -             -     (5 353)       (1 392)   (6 745)   
Balance at 1 April 2018                                     -        (7 156)     2 506        (1 343)   (5 993)   
Change in accounting policy (note 1)                        -             -         17            18        35    
Restated balance at                                         -        (7 156)     2 523        (1 325)   (5 958)   
1 April 2018                                                                                                      
Loss for the year                                           -             -     (1 644)          368    (1 276)   
Other comprehensive income                                  -        (5 078)         -          (287)   (5 365)   
Total comprehensive loss for the year                       -        (5 078)    (1 644)           81    (6 641)   
Share-based compensation movement(4)                        -             -      3 246            60     3 306    
Transactions with non-controlling shareholders              -             -       (218)           19      (199)   
Foreign exchange movements on equity reserves               -          (211)         -          (115)     (326)   
Contribution from parent(5)                                 -             -     26 356             -    26 356    
Dividends declared(6)                                       -             -     (5 280)       (1 463)   (6 743)   
Balance at 31 March 2019                                    -       (12 445)    24 983        (2 743)    9 795    
(1) Upon unbundling from Naspers Limited on 4 March 2019, 438 837 468 ordinary shares were issued at nominal value.
(2) Other reserves include the hedging reserve, fair-value reserve and foreign currency translation reserve.
(3) Relates primarily to related party loan waivers between the group and Naspers Limited group companies. 
    This includes a loan waiver of R7bn from Buscapé Company Limited (a Naspers group company).
(4) Includes empowerment transaction of R2.6bn (refer to note 6).
(5) Relates to contribution of businesses and the capitalisation of loans as part of the unbundling from Naspers 
    Limited (refer to note 9).
(6) Relates to dividends paid by companies in the group to previous legal owners. Non-controlling interest relates 
    to dividends paid primarily to Phuthuma Nathi.


SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 MARCH
                                                                                             2019         2018    
                                                                        Notes                 R'm          R'm    
ASSETS                                                                                                            
Non-current assets                                                                         23 684       24 101    
Property, plant and equipment                                                              17 279       17 585    
Goodwill and other intangible assets                                                        4 283        4 190    
Investments and loans                                                                         238          123    
Amounts due from related parties                                            9                 180        1 191    
Derivative financial instruments                                                              282            -    
Deferred taxation                                                                           1 422        1 012    
Current assets                                                                             17 319       14 477    
Inventory                                                                                     924          461    
Programme and film rights                                                                   5 133        4 910    
Trade and other receivables                                                                 4 095        4 827    
Amounts due from related parties                                            9                   -          139    
Derivative financial instruments                                                              444           96    
Cash and cash equivalents                                                                   6 723        4 044    
Total assets                                                                               41 003       38 578    
EQUITY AND LIABILITIES                                                                                            
Equity reserves attributable to the group's equity holders                                 12 538       (4 650)   
Share capital                                                                                   -            -    
Other reserves                                                                            (12 445)      (7 156)   
Retained earnings                                                                          24 983        2 506    
Non-controlling interests                                                                  (2 743)      (1 343)   
Total equity                                                                                9 795       (5 993)   
Non-current liabilities                                                                    15 186       28 526    
Capitalised finance leases                                                                 14 441       12 784    
Long-term loans and other liabilities                                                          59          189    
Amounts due to related parties                                              9                 134       15 000    
Derivative financial instruments                                                                4          404    
Deferred taxation                                                                             548          149    
Current liabilities                                                                        16 022       16 045    
Capitalised finance leases                                                                  1 290          819    
Programme and film rights                                                                   2 493        2 206    
Provisions                                                                                    136          169    
Accrued expenses and other current liabilities                                             11 885       11 430    
Amounts due to related parties                                              9                   -          316    
Derivative financial instruments                                                              218        1 105    
Total equity and liabilities                                                               41 003       38 578    
Net asset value per ordinary share (SA cents)                                               2 231       (1 365)   


SUMMARISED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 MARCH                          
                                                                                             2019         2018    
                                                                                              R'm          R'm    
Cash flows from operating activities                                                                              
Cash generated from operating activities                                                    9 449        7 243    
Interest income received                                                                      368          582    
Interest costs paid                                                                          (673)        (734)   
Taxation paid                                                                              (3 694)      (3 664)   
Net cash generated from operating activities                                                5 450        3 427    
Cash flows from investing activities                                                                              
Property, plant and equipment acquired - net                                                 (761)        (543)   
Intangible assets acquired - net                                                             (217)        (216)   
Loans to related parties*                                                                 (27 726)     (27 937)   
Repayment of loans by related parties*                                                     28 590       27 510    
Acquisitions of subsidiaries and businesses, net of cash acquired                              (8)        (114)   
Disposals of subsidiaries and businesses                                                        -          141    
Net cash utilised in investing activities                                                    (122)      (1 159)   
Cash flows from financing activities                                                                              
Proceeds from long- and short-term loans raised                                             1 755        1 541    
Repayments of long- and short-term loans                                                   (1 813)      (1 509)   
Proceeds from related party funding**                                                       4 573        6 607    
Repayment of related party funding**                                                         (196)      (3 207)   
Repayments of capitalised finance lease liabilities                                          (879)        (776)   
Repayments of capital contribution from parent                                                (20)         (26)   
Transactions with non-controlling interest***                                                 (85)           -    
Dividends paid****                                                                         (5 261)      (5 336)   
Dividends paid by subsidiaries to non-controlling shareholders                             (1 463)      (1 421)   
Net cash utilised in financing activities                                                  (3 389)      (4 127)   
Net movement in cash and cash equivalents                                                   1 939       (1 859)   
Foreign exchange translation adjustments on cash and cash equivalents                         740         (642)   
Cash and cash equivalents at the beginning of the year                                      4 044        6 545    
Cash and cash equivalents at the end of the year                                            6 723        4 044    
*    Relates to gross inflows and outflows into the Naspers Limited group cash pool which was started at 
     the end of FY2017 to improve cash yield in the group. The cash pool with Naspers Limited ended in 
     February 2019.                                
**   Relates to the gross funding inflows and outflows received from Naspers Limited up until February 2019.
***  During the year ended 31 March 2019, MultiChoice Africa Holdings B.V. increased their controlling interest 
     in MultiChoice Uganda Limited and MultiChoice Tanzania Limited by 20% and 25% respectively for a purchase 
     consideration of R85m.                                
**** Relates to dividends paid by companies in the group to previous legal owners.


SEGMENTAL REVIEW FOR THE YEAR ENDED 31 MARCH
                                                 2019                                      2018
                                                 Inter-                                    Inter-                 
                                External      segmental        Total      External      segmental        Total    
Revenue                              R'm            R'm          R'm           R'm            R'm          R'm    
South Africa                      33 696          6 605       40 301        32 702          7 398       40 100    
Rest of Africa                    14 836            250       15 086        13 106            686       13 792    
Technology                         1 563          1 721        3 284         1 644          1 361        3 005    
Eliminations                           -         (8 576)      (8 576)            -         (9 445)      (9 445)   
                                  50 095              -       50 095        47 452              -       47 452    

                                                                     EBITDA                    Trading profit
                                                                2019          2018           2019         2018     
                                                                 R'm           R'm            R'm          R'm    
South Africa                                                  12 101        12 355         10 199       10 446    
Rest of Africa                                                (2 428)       (3 315)        (3 735)      (4 591)    
Technology                                                       617           533            550          466    
Eliminations                                                       -             -              -            -    
                                                              10 290         9 573          7 014        6 321    

Reconciliation of consolidated trading profit to consolidated operating profit
Trading profit as presented in the segment disclosure is the chief operating decision maker (CODM) and 
management's measure of each segment's operational performance. A reconciliation of the segmental trading profit 
to operating profit as reported in the income statement is provided below:
                                                                                             2019         2018     
                                                                                              R'm          R'm    
Consolidated trading profit                                                                 7 014        6 321    
Lease interest on capitalised transponder leases                                              650          648    
Amortisation of intangibles (other than software)                                             (79)         (71)   
Other operating losses - net                                                                  (33)        (425)   
Equity-settled share-based compensation                                                      (189)         (87)   
Early settlement gains                                                                          -           (5)   
Operating profit per the income statement*                                                  7 363        6 381    
* The summarised consolidated income statement discloses all reporting items from consolidated operating 
  profit to consolidated profit before taxation.

NOTES TO THE SUMMARISED CONSOLIDATED FINANCIAL RESULTS FOR THE YEAR ENDED 31 MARCH

1.   Basis of preparation and accounting policies
     Background information
     MultiChoice Group Limited (formerly MultiChoice Group Proprietary Limited and K2018473845 (South Africa) 
     Proprietary Limited) was incorporated on 4 September 2018, as a wholly owned subsidiary of the Naspers 
     Limited Group (Naspers).

     On 28 September 2018, MultiChoice Group Limited (the company) received a parent company contribution from 
     Naspers of MultiChoice South Africa Holdings (Pty) Ltd group, MultiChoice Africa Holdings B.V. group, 
     Irdeto Holdings B.V. group and the Showmax B.V. group. This resulted in the formation of the MultiChoice 
     Group (MCG or the group).

     On 27 February 2019 the group was listed on the Johannesburg Stock Exchange (JSE) and on 4 March 2019 
     was unbundled from Naspers to its shareholders as a dividend in specie. Up until this date the results 
     of the group were consolidated within Naspers as part of the video-entertainment segment.

     The year ended 31 March 2019 is the first financial year the group will present summarised consolidated 
     financial results.

     Presentation of summarised consolidated financial results
     Although there was a change in the legal ownership of the underlying subsidiaries, the previous shareholder, 
     Naspers, retained control of the company and its newly contributed subsidiaries both before and after the 
     time of the creation of the new group (the Restructuring). The Restructuring is a business combination 
     under common control as defined by IFRS 3 Business Combinations. Although IFRS 3 defines a business 
     combination under common control, IFRS 3 does not provide any guidance on accounting for these types 
     of business combinations. Therefore management has developed an accounting policy to present the results 
     and financial position of the group, including the comparatives, at 31 March 2019 as follows:
     - The summarised consolidated financial results have been prepared on the basis that the entities have 
       always been consolidated and therefore the comparative information incorporates the results, assets, 
       liabilities and disclosures of all entities that form part of the group.
     - The summarised consolidated financial results was prepared as a combination of the historic financial 
       information recognised in the Naspers consolidated financial statements related to the group; no new 
       goodwill was recognised (predecessor accounting).
     - Contribution from parent - As a result of applying predecessor accounting, the contribution from Naspers 
       was recognised at the carrying value of the net assets contributed to the company at the earliest 
       comparative period presented in the summarised consolidated financial results. On unbundling from 
       Naspers this has subsequently been converted to the retained earnings of the group and has been 
       renamed as such for all periods presented.
     - Intercompany - Transactions and balances with Naspers Limited and Naspers group companies have been 
       disclosed as related party transactions and balances up until the date of unbundling. Thereafter these 
       have been reflected as third-party transactions and balances.

     The measurement and recognition policies applied in the preparation of the summarised consolidated financial 
     results are consistent with those applied in the combined historical financial information that was included 
     in the pre-listing statement published on 21 January 2019.

     The summarised consolidated financial results for the year ended 31 March 2019 are prepared in accordance 
     with the JSE Limited (JSE) Listings Requirements (the JSE Listings Requirements) relevant to summarised 
     financial statements and the provisions of the Companies Act No 71 of 2008. The JSE Listings Requirements
     require provisional reports to be prepared in accordance with the framework concepts, the measurement and 
     recognition requirements of International Financial Reporting Standards (IFRS), the SAICA Financial Reporting 
     Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial 
     Reporting Standards Council, and to also, as a minimum, contain the information required by IAS 34 Interim 
     Financial Reporting. The summarised consolidated financial results do not include all the disclosures required 
     for complete consolidated annual financial statements prepared in accordance with IFRS as issued by the 
     International Accounting Standards Board (IASB). The accounting policies applied in the preparation of the 
     consolidated annual financial statements from which the summarised consolidated financial results were 
     derived, are consistent with those applied in previous financial years, except as set out below.     

     The group has adopted all new and amended accounting pronouncements issued by the IASB that are effective 
     for financial years commencing 1 April 2018. None of the new or amended accounting pronouncements that are 
     effective for the financial year commencing 1 April 2018 had a material impact on the group.

     The group's reportable segments reflect the components of the group that are regularly reviewed by the 
     chief executive officer and other senior executives who make strategic decisions.

     Trading profit excludes the amortisation of intangible assets (other than software), but includes the 
     finance cost on transponder leases, while trading profit and EBITDA (earnings before interest, taxation, 
     depreciation and amortisation) exclude impairment of assets, equity-settled share-based payment expenses 
     and other gains/losses.

     The group adopted the following new accounting pronouncements, set out below, during the current period.

     Pronouncements adopted with adjustments to the opening balance of retained earnings
     Accounting pronouncement                           Adoption impact                                     
     IFRS 9 Financial Instruments (IFRS 9).             The group has applied IFRS 9 from                   
     IFRS 9 replaces the previous financial             1 April 2018 and elected not to restate             
     instrument recognition and measurement             comparatives on transition. The impact of           
     guidance applied by the group as                   adoption has been recognised as an                  
     contained in IAS 39 Financial Instruments:         adjustment to the opening balance of                
     Recognition and Measurement.                       retained earnings as at 1 April 2018. The           
                                                        only significant impact of adoption was an          
                                                        increase in impairment allowances on trade          
                                                        receivables due to the IFRS 9 requirement to        
                                                        consider forward-looking information when           
                                                        determining expected credit losses. The             
                                                        cumulative net impact of adopting IFRS 9            
                                                        was an increase of R170m in expected                
                                                        credit losses on trade receivables and a            
                                                        corresponding decrease of R157m in                  
                                                        retained earnings and R13m in non-                  
                                                        controlling interests. Principles of IFRS 9         
                                                        hedge accounting have been applied by               
                                                        the group.                                          

     IFRS 15 Revenue from Contracts with                The group has applied IFRS 15 on a                  
     Customers (IFRS 15).                               retrospective basis hence the impact is             
     IFRS 15 replaces the previous revenue              included in the comparative information             
     recognition guidance applied by the group          contained in the summarised consolidated            
     as contained in IAS 18 Revenue.                    financial results. The application of IFRS 15       
                                                        did not have a significant impact on the            
                                                        group's results or financial position. The only     
                                                        impact from the adoption of IFRS 15 was the         
                                                        reclassification from set-top box revenue to        
                                                        installation revenue amounting to R308m in          
                                                        the prior year.                                     

     IFRIC 22 Foreign Currency Transactions             The group has applied IFRIC 22 on a                 
     and Advance Consideration (IFRIC 22).              prospective basis, with the impact of               
     IFRIC 22 clarifies that non-monetary assets        adoption recognised as an adjustment to             
     and liabilities arising from the payment/          the opening balance of retained earnings as         
     receipt of advance consideration (eg               at 1 April 2018. The impact of adoption was         
     prepaid expenses and deferred revenue)             an increase in prepaid expenses of R205m,           
     are not retranslated to the entity's functional    and a corresponding increase of R174m in            
     currency after initial recognition.                retained earnings and R31m in non-                  
                                                        controlling interests.                              

     Adjustments to the opening balances of the statement of financial position (extract)
                                                                                    As at 1 April
                                                                                          2018                    
                                                                                     Change in            2018    
                                                                          2018      accounting      Previously    
                                                                      Restated       policy(1)        reported    
                                                                           R'm             R'm             R'm    
     ASSETS                                                                                                       
     Non-current assets                                                 24 101               -          24 101    
     Current assets (subtotal)                                          14 512              35          14 477    
     Programme and film rights                                           5 115             205           4 910    
     Trade and other receivables                                         4 657            (170)          4 827    
                                                                                                                  
     TOTAL ASSETS                                                       38 613              35          38 578    
     EQUITY AND LIABILITIES                                                                                       
     Equity reserves attributable to the Group's equity holders         (4 633)             17          (4 650)   
     Other reserves                                                     (7 156)              -          (7 156)   
     Retained earnings                                                   2 523              17           2 506    
     Non-controlling interests                                          (1 325)             18          (1 343)   
     TOTAL EQUITY                                                       (5 958)             35          (5 993)   
     Non-current liabilities                                            28 526               -          28 526    
     Current liabilities                                                16 045               -          16 045    
     TOTAL EQUITY AND LIABILITIES                                       38 613              35          38 578    
     (1) Represents the impacts of adopting IFRS 9 Financial Instruments and IFRIC 22 Foreign Currency 
         Transactions and Advance Consideration as of 1 April 2018.

                                                                                          2019            2018    
                                                                                           R'm             R'm    
2.   Revenue                                                                                                      
     Subscription fees                                                                  41 248          38 547    
     Advertising                                                                         3 180           3 092    
     Set-top boxes                                                                       2 042           1 847    
     Installation fees                                                                     123             308    
     Technology contracts and licensing                                                  1 564           1 639    
     Other revenue*                                                                      1 938           2 019    
                                                                                        50 095          47 452    
     * Other revenue primarily includes sub-licensing and production revenue.

     The following table shows unsatisfied performance obligations resulting from long-term technology 
     contracts as at 31 March 2019.
     Aggregate amount of the transaction price allocated to long-term 
     technology contracts that are partially or fully unsatisfied                          350               *    
     * As permitted under the transitional provision in IFRS 15, the transaction price allocated to unsatisfied 
       performance obligations as of 31 March 2018 is not disclosed.

     Management expects that 35% of the transaction price allocated to the unsatisfied contracts as of 
     31 March 2019 will be recognised as revenue during the next reporting period (R123m) and 31% (R109m) 
     will be recognised as revenue in the FY2021 reporting period. The remaining 34% (R118m) will be recognised 
     as revenue in FY2022 and thereafter. The amount disclosed above does not include variable consideration 
     which is constrained.                            

     All other technology contracts are for periods of one year or less or are billed based on time incurred.

                                                                                          2019            2018    
                                                                                           R'm             R'm    
3.   Headline (loss)/earnings                                                                                     
     Net (loss)/profit attributable to shareholders                                     (1 644)          1 456    
     Adjusted for:                                                                                                
     - Impairment of property, plant and equipment and other assets                          4             426    
     - Impairment of other intangible assets                                                44               -    
     - Loss/(profit) on sale of assets                                                      17              (7)   
     - Profit on disposal of investments                                                     -             (96)   
     - Other impairments                                                                    41              11    
                                                                                        (1 538)          1 790    
     Total tax effects of adjustments                                                      (12)              7    
     Headline (loss)/earnings                                                           (1 550)          1 797    

                                                                                          2019            2018    
                                                                                           R'm             R'm    
4.   Interest (expense)/income                                                                                    
     Interest expense                                                                                             
     Loans and overdrafts                                                                 (485)           (704)   
     Transponder leases                                                                   (650)           (648)   
     Other                                                                                (302)           (196)   
                                                                                        (1 437)         (1 548)   
     Interest income                                                                                              
     Loans and bank accounts                                                               335             322    
     Other                                                                                 575             377    
                                                                                           910             699    

     A significant portion of the group's operations are exposed to foreign exchange risk. The table below
     presents the net (loss) or profit from our foreign exchange exposure and incorporates effects of qualifying 
     forward exchange contracts that hedge this risk.
     
     Net (loss)/profit from foreign exchange translation and fair-value 
     adjustments on derivative financial instruments                      
     On translation of liabilities                                                         (11)            (75)   
     On translation of transponder leases*                                              (1 887)          1 150    
     On translation of forward exchange contracts                                          406            (376)   
     Net foreign exchange translation (losses)/gains                                    (1 492)            699    
     * Movement relates to rand depreciation from a closing rate of R11.84 in FY2018 to R14.50 in FY2019 on 
       our US dollar transponder lease liability.                              

5.   Profit before taxation                                                                                           
     In addition to the items already detailed, profit before taxation has been determined after taking
     into account, inter alia, the following:                                    
                                                                                          2019            2018    
                                                                                           R'm             R'm    
     Depreciation of property, plant and equipment                                       2 400           2 407    
     Amortisation                                                                          305             268    
     - software                                                                            226             197    
     - other intangible assets                                                              79              71    
     Net realisable value adjustments on inventory, net of reversals*                      275             483    
     Other operating losses - net                                                          (33)           (425)    
     - (loss)/gain on sale of property, plant and equipment and intangible assets          (17)              9    
     - impairment of other assets                                                          (30)           (341)    
     - impairment of property, plant and equipment                                          (5)           (111)    
     - dividend received                                                                    19              18    
     Other (losses)/gains - net                                                           (112)            113    
     - profit on sale of investments                                                         -             113    
     - loss on acquisition of assets and liabilities                                      (112)              -    
     * Net realisable value adjustments relate primarily to set-top box subsidies in South Africa and Rest 
       of Africa segments.                                    

6.   Empowerment transaction
     On 4 March 2019, the date of the group unbundling from Naspers Limited, the group allocated, for no 
     consideration, an additional 5% stake in MultiChoice South Africa Holdings Proprietary Limited (MCSA) 
     to Phuthuma Nathi Investments (RF) Limited and Phuthuma Nathi Investments 2 (RF) Limited (collectively 
     Phuthuma Nathi). In terms of IFRS 2 Share-based payments, this transaction is treated as an equity-settled 
     share-based payment. The value of the 5% allocated to Phuthuma Nathi shareholders has been calculated at 
     R2.6bn which has been included in the summarised consolidated income statement and in retained earnings 
     in the summarised consolidated statement of changes in equity.

     After the allocation to the non-controlling interest, the transaction had an adverse impact on earnings 
     and headline earnings of R1.9bn or 438 SA cents per share.

     The transaction also caused the group's effective tax rate to increase by 76%. Overall, the group's 
     effective tax rate increased from 59% in FY2018 to 151% in FY2019.

7.   Commitments and contingent liabilities                                      
     Commitments relate to amounts for which the group has contracted, but that have not yet been recognised 
     as obligations in the summarised consolidated statement of financial position.
                                                                                          2019            2018    
                                                                                           R'm             R'm    
     Commitments                                                                        38 813          38 030    
     - capital expenditure                                                                  68             107    
     - programme and film rights                                                        33 376          33 474    
     - set-top boxes                                                                     2 049           2 164    
     - other                                                                             2 032           1 012    
     - operating leases                                                                  1 288           1 273    

     The group operates a number of businesses in jurisdictions where taxes may be payable on certain 
     transactions or payments. The group continues to seek relevant advice and works with its advisers 
     to identify and quantify such tax exposures. Our current assessment of possible withholding and other 
     tax exposures, including interest and potential penalties, amounts to approximately R1.8bn (2018: R1.7bn). 
     No provision has been made as at 31 March 2019 and 2018 for these possible exposures.

8.   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 summarised consolidated financial results do not include all financial risk management information 
     and disclosures required in the consolidated annual financial statements and should be read in conjunction 
     with the consolidated annual financial statements for the year ended 31 March 2019.     

     The fair values of the group's financial instruments that are measured at fair value are 
     categorised as follows:
                               Fair value       Fair value                               Level in       
                                     2019             2018      Valuation              fair-value     
     Financial instrument             R'm              R'm      method                  hierarchy      
     Financial assets                                                                                    
     Investments held at              155              105      Quoted prices in a        Level 1        
     fair value through other                                   public market                            
     comprehensive income                                                                                
     Forward exchange                 643               76      Fair value using          Level 2        
     contracts                                                  forward exchange                         
                                                                rates that are                           
                                                                publicly available                       
     Currency depreciation             83               20      The fair value is         Level 3        
     features                                                   calculated based on                      
                                                                the LIBOR rate of                        
                                                                2.48%                                    
     Financial liabilities                                                                               
     Forward exchange                  15                -      Fair value using          Level 1        
     contracts                                                  forward exchange                         
                                                                rates that are       
                                                                publicly available        
     Forward exchange                 207            1 509      Fair-value using          Level 2        
     contracts                                                  forward exchange                         
                                                                rates that are                           
                                                                publicly available                       

     Currency depreciation features relate to clauses in content acquisition agreements that provide 
     the group with protection in the event of significant depreciations of the purchasing entity's 
     functional currency relative to the currency of the content acquisition agreement. The fair value 
     of currency depreciation features is measured through the use of discounted cash flow techniques. 
     Key inputs used in measuring fair value include the terms and benchmark rates contained in content 
     acquisition agreements and spot exchange rates prevailing at the relevant measurement dates.

     The group discloses the fair values of the following financial instruments as their carrying 
     values differ from their fair values:
                                                     Carrying                        Carrying                      
                                                        value       Fair value          value       Fair value     
                                                         2019             2019           2018             2018     
     Financial instrument                                 R'm              R'm            R'm              R'm    
     Capitalised finance leases (level 3)              15 731           15 727         13 603           13 212    
     Level 3 - the fair values of all level 3 disclosures have been determined through the use of discounted 
     cash flow analyses. Key inputs include current market interest rates as well as contractual cash flows.

9.   Related party transactions and balances
     The group entered into various related party transactions in the ordinary course of business. In total 
     the contribution from Naspers Limited through the contribution of businesses (R3bn) and the capitalisation 
     of loans (R23bn) as part of the unbundling amounted to R26bn.    

     Apart from the above there have been no significant changes in related party transactions and balances 
     in the current financial year.

10.  Events after the reporting period
     There have been no events noted, that occurred after the reporting date, that could have a material impact 
     on the summarised consolidated financial results.


INDEPENDENT AUDITOR'S REPORT

Independent auditor's report on the summarised consolidated financial statements

To the shareholders of MultiChoice Group Limited 

Opinion
The summarised consolidated financial statements of MultiChoice Group Limited, contained in the accompanying
provisional report, which comprise the summarised consolidated statement of financial position as at 
31 March 2019, the summarised consolidated income statement, summarised consolidated statements of comprehensive 
income, changes in equity and cash flows for the year then ended, and related notes, are derived from the 
audited consolidated financial statements of MultiChoice Group Limited for the year ended 31 March 2019. 

In our opinion, the accompanying summarised consolidated financial statements are consistent, in all material
respects, with the audited consolidated financial statements, in accordance with the requirements of the JSE 
Limited Listings Requirements for provisional reports, as set out in note 1 to the summarised consolidated 
financial statements, and the requirements of the Companies Act of South Africa as applicable to summary 
financial statements.

Summarised consolidated financial statements
The summarised consolidated financial statements do not contain all the disclosures required by International
Financial Reporting Standards and the requirements of the Companies Act of South Africa as applicable to annual 
financial statements. Reading the summarised consolidated financial statements and the auditor's report thereon, 
therefore, is not a substitute for reading the audited consolidated financial statements and the auditor's 
report thereon. 

The audited consolidated financial statements and our report thereon
We expressed an unmodified audit opinion on the audited consolidated financial statements in our report dated 
14 June 2019. That report also includes communication of key audit matters. Key audit matters are those matters 
that, in our professional judgement, were of most significance in our audit of the consolidated financial 
statements of the current period.

Directors' responsibility for the summarised consolidated financial statements
The directors are responsible for the preparation of the summarised consolidated financial statements in accordance
with the requirements of the JSE Limited Listings Requirements for provisional reports, set out in note 1 to the
summarised consolidated financial statements, and the requirements of the Companies Act of South Africa as applicable 
to summarised financial statements. 

Auditor's responsibility
Our responsibility is to express an opinion on whether the summarised consolidated financial statements are
consistent, in all material respects, with the audited consolidated financial statements based on our procedures, 
which were conducted in accordance with International Standard on Auditing (ISA) 810 (Revised), Engagements to 
Report on Summary Financial Statements.

PricewaterhouseCoopers Inc. 
Director: B S Humphreys
Registered auditor 

Johannesburg
14 June 2019

11.  Non-IFRS performance measures
     The group has presented certain revenue, cost and trading profit metrics in constant currency, excluding 
     the effects of changes in the composition of the group (non-IFRS performance measures) in the following 
     tables. The non-IFRS performance measures are the responsibility of the board of directors and is presented 
     for illustrative purposes. Information presented on a non-IFRS 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 non-IFRS performance measures 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 non-IFRS performance measures have 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 period ended 31 March 2019. The 
     following methodology was applied in calculating the non-IFRS performance measures:
     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 constant currency results, arrived at using the methodology outlined 
        above are compared to the prior period's actual IFRS results. The relevant average exchange rates 
        (relative to the South African rand) used for the group's most significant functional currencies, 
        were US dollar (2019: 13.82; 2018: 12.91); Nigerian naira (2019: 26.28; 2018: 27.87); Angolan kwanza 
        (2019: 20.54; 2018: 13.86); Kenyan shilling (2019: 7.33; 2018: 7.99) and Zambian kwacha 
        (2019: 0.81; 2018: 0.74).
     2. Adjustments made for changes in the composition of the group (or M&A) relate to acquisitions and 
        disposals of subsidiaries. For mergers, the group composition adjustments include a portion of the 
        prior year results of the entity with which the merger took place. The following significant changes 
        in the composition of the group during the respective reporting periods have been adjusted for in 
        arriving at the non-IFRS performance measures:
                                                          Basis of        Reportable     Acquisition/      
        Period                 Transaction              accounting           segment         disposal          
        Year ended             Disposal of the          Subsidiary      South Africa         Disposal          
        31 March 2018          group's interest                                                           
                               in MWEB                                                                    
        Year ended             Acquisition of the       Subsidiary        Technology      Acquisition       
        31 March 2018          group's interest                                                           
                               in Denuvo                                                                  

        The net adjustment made for all acquisitions and disposals that took place during the year ended 
        31 March 2019 amounted to a negative adjustment of R117m on revenue and a positive adjustment of 
        R11m on trading profit.

        An assurance report issued in respect of the non-IFRS performance measures, 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 
     non-IFRS performance measures are presented in the tables below:

11.1 Key performance indicators                                                                                  
                                                                                                         2019     
                                                                                              2019     versus     
                                                                                            versus       2018     
                                                             2019       2019                  2018    Organic     
                                                 2018    Currency    Organic       2019   Reported     growth    
                                             Reported      impact     growth   Reported          %          %    
     Subscribers ('000s)*                      13 476         n/a      1 621     15 097         12         12    
     South Africa                               6 921         n/a        526      7 447          8          8    
     Rest of Africa                             6 555         n/a      1 095      7 650         17         17    
     ARPU (R)**                                                                                                  
     Blended                                      252           -        (11)       241         (4)        (4)   
     South Africa                                 335           -        (13)       322         (4)        (4)   
     Rest of Africa                               160          (1)         -        159         (1)         -    
     90-day-active subscribers ('000s)***      16 376         n/a      2 203     18 579         13         13    
     South Africa                               7 332         n/a        617      7 949          8          8    
     Rest of Africa                             9 044         n/a      1 586     10 630         18         18    
     90-day-active ARPU (R)**                                                                                    
     Blended                                      206           -         (9)       197         (4)        (4)   
     South Africa                                 317           -        (15)       302         (5)        (5)   
     Rest of Africa                               115          (1)         -        114         (1)         -    
     *   Subscriber numbers are a non-IFRS unaudited operating measure of the actual number of paying 
         subscribers at 31 March of the respective year, regardless of the type of programming package to 
         which they subscribe.
     **  ARPU represents a non-IFRS unaudited operating measure of the average revenue per subscriber (or user) 
         in the business on a monthly basis. The group calculates ARPU by dividing average monthly subscription 
         fee revenue for the period (total subscription fee revenue during the period divided by the number of 
         months in the period) by the average number of subscribers during the period (the number of 
         subscribers at the beginning of the period plus the number of subscribers at the end of the period, 
         divided by 2). Subscription fee revenue includes BoxOffice rental income but excludes decoder insurance 
         premiums and reconnection fees which are disclosed as other revenue in terms of IFRS.
     *** All subscribers that have been active in the previous 90 days.

11.2 Group financials including segmental analysis
     11.2.1 Segmental results
                                                                                                         2019     
                                                                                             2019      versus     
                                                  2019        2019       2019      2019    versus        2018     
                                        2018      M&A-    Currency    Organic                2018     Organic     
                                        IFRS   related      impact     growth      IFRS      IFRS      growth    
                                         R'm       R'm         R'm        R'm       R'm         %           %    
     Revenue                          47 452      (117)        111      2 649    50 095         6           6    
     South Africa                     32 702      (178)          -      1 172    33 696         3           4    
     Rest of Africa                   13 106         -         (10)     1 740    14 836        13          13    
     Technology                        1 644        61         121       (263)    1 563        (5)        (16)   
     Trading profit                    6 321        11      (1 053)     1 735     7 014        11          27    
     South Africa                     10 446       (12)          -       (235)   10 199        (2)         (2)   
     Rest of Africa                   (4 591)        -      (1 018)     1 874    (3 735)       19          41    
     Technology                          466        23         (35)        96       550        18          21    
                                                                                                    
     11.2.2 Revenue and costs by nature                                                                          
     Revenue                          47 452      (117)        111      2 649    50 095         6           6    
     Subscription fees                38 547      (178)        (45)     2 924    41 248         7           8    
     Advertising                       3 092         -          16         72     3 180         3           2    
     Set-top boxes                     1 847         -           6        189     2 042        11          10    
     Technology contracts                                                                           
     and licensing                     1 639        61         119       (255)    1 564        (5)        (16)   
     Other revenue                     2 327         -          15       (281)    2 061       (11)        (12)   
     Operating expenses               41 131      (128)      1 164        914    43 081         5           2    
     Content                          16 793         -         471        451    17 715         5           3    
     Set-top box purchases             5 435         -         142        479     6 056        11           9    
     Staff costs                       5 454         7         120        (40)    5 541         2          (1)   
     Sales and marketing               1 944        (6)         45        484     2 467        27          25    
     Transponder costs                 2 626         -          76        (95)    2 607        (1)         (4)   
     Other                             8 879      (129)        310       (365)    8 695        (2)         (4)   

11.3 Reconciliation of headline earnings to core headline earnings
     Core headline earnings excludes non-recurring and non-operating items - we believe this is a useful 
     measure of the group's sustainable operating performance. However, core headline earnings is not a 
     defined term under IFRS and may not be comparable with similarly titled measures reported by 
     other companies.
                                                                               2019          2018           %     
                                                                                R'm           R'm      change    
     Basic and diluted headline (loss)/earnings                              (1 550)        1 797                
     attributable to shareholders (IFRS)                                                                         
     Adjusted for (after tax effects and non-controlling interests):                                             
     -  equity-settled share-based payment expenses                             265            68                
     - empowerment transaction                                                1 923             -                
     - amortisation of other intangible assets                                   55            45                
     - foreign currency losses and fair-value adjustments                     1 434           409                
     - realised losses on foreign exchange contracts                           (564)         (691)                
     - non-recurring current and deferred taxation impacts                        -             8                
     - acquisition-related costs                                                237             5                
     Core headline earnings                                                   1 800         1 641          10    
     Core headline earnings per ordinary share (SA cents)                       410           374          10    

11.4 Reconciliation of cash generated from                                                                       
     operating activities to free cash flow                                                                      
     Cash generated from operating activities                                 9 449         7 243          31    
     Adjusted for:                                                                                               
     - capitalised finance lease repayments (including interest)             (1 529)       (1 424)                
     - net capital expenditure                                                 (978)         (759)                
     - interest received                                                          -           250                
     - investment income                                                         19            18                
     - taxation paid                                                         (3 694)       (3 664)                
     Free cash flow                                                           3 267         1 664          96    


ASSURANCE ENGAGEMENT REPORT

To the directors of MultiChoice Group Limited

Report on the Assurance Engagement on the Compilation of Pro Forma Financial Information included in the 
summarised consolidated financial results

We have completed our assurance engagement to report on the compilation of the pro forma financial information of
MultiChoice Group Limited and its subsidiaries (the 'group') by the directors of MultiChoice Group Limited ('directors').
The pro forma financial information, as set out on pages 21 to 24 of the summarised consolidated financial results,
consists of pro forma financial information for the year ended 31 March 2019 so as to separately present the impact 
of foreign currency (to reflect constant currency with the prior year), significant acquisitions, and significant 
disposals as at and for the year ended 31 March 2019. It also includes the calculation of core headline earnings 
and free cash flow metrics. The applicable criteria on the basis of which the directors have compiled the pro 
forma financial information are specified in the JSE Limited (JSE) Listings Requirements and described on 
page 21 of the summarised consolidated financial results.

The pro forma financial information has been compiled by the directors to illustrate the impact of foreign currency 
by reflecting a constant currency to the prior year and significant acquisitions and disposals during the period (to
reflect results on an organic basis) on certain earnings and cost measures. It also includes core headline earnings 
and free cash flow which are metrics management consider useful to understand the sustainable operating performance 
of the group. As part of this process, information about the group's financial performance has been extracted by  
the directors from the group's consolidated financial statements for the year ended 31 March 2019, on which an 
audit report has been published.

Directors' responsibility
The directors of the group are responsible for compiling the pro forma financial information on the basis of the
applicable criteria specified in the JSE Listings Requirements and described on page 21 of the summarised consolidated
financial results. 

Our independence and quality control
We have complied with the independence and other ethical requirements of the Code of Professional Conduct for
Registered Auditors issued by the Independent Regulatory Board for Auditors (IRBA Code), which is founded on fundamental
principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour. 
The IRBA Code is consistent with the International Ethics Standards Board for Accountants Code of Ethics for Professional
Accountants (Part A and B). 

The firm applies International Standard on Quality Control 1 and, accordingly, maintains a comprehensive system of
quality control including documented policies and procedures regarding compliance with ethical requirements, 
professional standards and applicable legal and regulatory requirements.

Reporting accountant's responsibility
Our responsibility is to express an opinion about whether the pro forma financial information has been compiled, 
in all material respects, by the directors on the basis of the applicable criteria specified in the JSE Listings 
Requirements and described on page 21 of the summarised consolidated financial results based on our procedures 
performed. 

We conducted our engagement in accordance with the International Standard on Assurance Engagements (ISAE) 3420,
Assurance Engagements to Report on the Compilation of Pro Forma Financial Information as issued by the International 
Auditing and Assurance Standards Board. This standard requires that we plan and perform our procedures to obtain 
reasonable assurance about whether the pro forma financial information has been compiled, in all material respects, 
on the basis specified in the JSE Listings Requirements. 

For purposes of this engagement, we are not responsible for updating or reissuing any reports or opinions on any
financial information used in compiling the pro forma financial information, nor have we, in the course of this 
engagement, performed an audit or review of the financial information used in compiling the pro forma financial 
information. 

The purpose of pro forma financial information is solely to provide users with relevant information and measures 
used by the group to assess performance and to illustrate the impact of foreign currency movements and significant
acquisitions and disposals on the company's unadjusted financial information as if the event had occurred or the 
transaction had been undertaken at an earlier date selected for purposes of the illustration. Accordingly, we do 
not provide any assurance that the actual outcome of the event or transaction would have been as presented.

A reasonable assurance engagement to report on whether the pro forma financial information has been compiled, in 
all material respects, on the basis of the applicable criteria involves performing procedures to assess whether the
applicable criteria used by the directors in the compilation of the pro forma financial information provide a 
reasonable basis for presenting the significant effects directly attributable to the event or transaction, and 
to obtain sufficient appropriate evidence about whether: 
- The related pro forma adjustments give appropriate effect to those criteria; and 
- The pro forma financial information reflects the proper application of those adjustments to the unadjusted 
  financial information.

The procedures selected depend on our judgement, having regard to our understanding of the nature of the company, 
the event or transaction in respect of which the pro forma financial information has been compiled, and other 
relevant engagement circumstances.

Our engagement also involves evaluating the overall presentation of the pro forma financial information.

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Opinion
In our opinion, the pro forma financial information has been compiled, in all material respects, on the basis of 
the applicable criteria specified by the JSE Listings Requirements and described on page 21 of the summarised 
consolidated financial results.

PricewaterhouseCoopers Inc. 
Director: B S Humphreys
Registered auditor 

Johannesburg
14 June 2019


ADMINISTRATION AND CORPORATE INFORMATION
Company secretary
Donna Dickson
MultiChoice City
144 Bram Fischer Drive
Randburg 2194
South Africa
cosec@multichoice.com
Tel: +27 (0)11 289 6604
Fax: +27 (0)11 289 3026

Registered office
MultiChoice City
144 Bram Fischer Drive
Randburg 2194
South Africa
PO Box 1502
Randburg 2125
South Africa
Tel: +27 (0)11 289 6604
Fax: +27 (0)11 289 3026

Auditor
PricewaterhouseCoopers Inc.

Transfer secretaries
Singular Systems Proprietary Limited
(Registration number: 2002/001492/07)
PO Box 785261
Sandton 2146
South Africa
Tel: +27 0860 116 226
Fax: +27 (0)11 321 5637

ADR programme
The Bank of New York Mellon

Shareholder Relations Department
Global BuyDIRECT(SM)
462 South 4th Street, Suite 1600, Louisville, KY 40202
United States of America
(PO Box 505000, Louisville, KY 40233-5000)

Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)
(Registration number: 1929/001225/06)
PO Box 786273
Sandton 2146
South Africa
Tel: +27 (0)11 282 8000

Attorneys
Webber Wentzel
90 Rivonia Road
PO Box 91771
Marshalltown 
Johannesburg 2107
South Africa
Tel: +27 (0)11 530 5000

Investor relations
Meloy Horn
InvestorRelations@multichoice.com
Tel: +27 (0)11 289 3320
Fax: +27 (0)11 289 3026

Randburg
18 June 2019
Sponsor: Rand Merchant Bank (a division of FirstRand Bank Limited)

Important notice 
Shareholders should take note that, pursuant to a provision of the MultiChoice memorandum of incorporation, 
MultiChoice is permitted to reduce the voting rights of shares in MultiChoice (including MultiChoice shares 
deposited in terms of the American Depositary Share ("ADS") facility) so that the aggregate voting power of 
MultiChoice shares that are presumptively owned or held by foreigners to South Africa (as envisaged in the 
MultiChoice memorandum of incorporation) will not exceed 20% of the total voting power in MultiChoice. This 
is to ensure compliance with certain statutory requirements applicable to South Africa. For this purpose 
MultiChoice will presume in particular that:
- all MultiChoice shares deposited in terms of the MultiChoice ADS facility are owned or held by foreigners 
  to South Africa, regardless of the actual nationality of the MultiChoice ADS holder; and
- all shareholders with an address outside of South Africa on the register of MultiChoice will be deemed 
  to be foreigners to South Africa, irrespective of their actual nationality or domicilium, unless such 
  shareholder can provide proof, to the satisfaction of the MultiChoice board, that it should not be deemed 
  to be a foreigner to South Africa, as envisaged in article 40.1.3 of the MultiChoice memorandum of 
  incorporation.

Shareholders are referred to the provisions of the MultiChoice memorandum of incorporation available at 
www.multichoice.com for further detail. If shareholders are in any doubt as to what action to take, they 
should seek advice from their broker, attorney or other professional adviser.

www.multichoice.com

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