Company Announcements

NASPERS LIMITED

Condensed consolidated interim financial statements

for the six months ended 30 September 2020

COMMENTARY

September 2020 marked the first anniversary of the listing of Prosus on the Euronext Amsterdam stock exchange. This created Europe's largest consumer internet company and a new investment opportunity on the global technology stage, improving the group's access to global internet investors. A year on, ownership of Prosus continues to expand and diversify. The group's recent inclusion in Europe's leading index, the Euro Stoxx 50, is expected to attract additional European investor interest over time.

Given the wide geographical span of our operations and significant mergers and acquisitions (M&A) activity in ecommerce, reported earnings are materially impacted by foreign exchange movements and the effects of acquisitions and disposals. Where relevant in this report, we have adjusted for these effects. These adjustments (pro forma financial information) are quoted in brackets after the equivalent metrics reported under International Financial Reporting Standards (IFRS). A reconciliation of pro forma financial information to the equivalent IFRS metrics is provided elsewhere in these condensed consolidated interim financial statements.

The earnings for the period ended 30 September 2020 compared to 30 September 2019 are impacted by the contribution from the Prosus group post its listing and creation of the free float resulting in a significant non-controlling interest of the group. As at 30 September 2019 we recognised 100% of the earnings compared to 72.66% in the current period.

FINANCIAL REVIEW

The group delivered good results for the first six months ended 30 September 2020, despite Covid-19. Group revenue, measured on an economic-interest basis, was US$13.0bn, reflecting growth of 27% (32%), a meaningful acceleration of 16pp (12pp) over the same period last year. Ecommerce revenues grew 37% (52%) year on year. Tencent grew revenues by a healthy 27% (28%). Group trading profit grew 38% (42%) to US$2.6bn. Tencent's contribution to the group's trading profit improved 31% (32%).

Core headline earnings were US$1.6bn - down 6% (5%). Core headline earnings are largely impacted by reduced earnings contributions in the current year from the Prosus group, post its listing in September 2019 and the creation of the free float resulting in a significant non-controlling interest of the group. As at 30 September 2019 we recognised 100% of the Prosus earnings compared to 72.66% in the current period. The non-controlling interest share in the core headline earnings for the period is US$591m. We refer shareholders to the separate Prosus condensed consolidated interim financial statements which are free of the impacts outlined in this paragraph and outline the good increases in headline earnings and core headline earnings delivered by the group's operations. We remind shareholders that Prosus represents most of the group's operations. Overall, core headline earnings reflect strong performance of the group driven by improved profitability from our Ecommerce units and the growing contribution from Tencent.

We ended the period with a strong and liquid balance sheet. We had a net cash position of US$4.6bn, comprising US$10.3bn in cash and cash equivalents (including short-term cash investments), net of US$5.7bn in interest-bearing debt (excluding capitalised lease liabilities). We hold an undrawn US$2.5bn revolving credit facility. Overall, we recorded net interest expense of US$41m for the period.

In July 2020, Prosus, Naspers's 72.66%-owned subsidiary, successfully raised more than US$2bn in debt, comprising its longest-dated US dollar offering to date and its debut euro notes offering. The offerings drew strong investor demand, resulting in attractive pricing that reduced the group's average funding cost while extending the blended maturity profile of its outstanding notes to almost 12 years. The proceeds will be used for general corporate purposes, including future M&A activity, and to further augment the company's liquidity. Issuances consisted of 2050 US$1bn 4.027% notes, 2028 €500m 1.593% notes and 2032 €500m 2.031% notes. The group has no debt maturities due until 2025.

Consolidated free cash inflow was US$292m, a significant improvement on the prior year's free cash inflow of US$19m. This reflects growth in our Ecommerce unit's profitability, dividends received from Tencent of US$458m (2019: US$377m) and improved working capital management.

There were no new or amended accounting pronouncements effective from 1 April 2020 with a significant impact on the group's condensed consolidated interim financial statements.

Effective 1 April 2020, the group made a voluntary change to its accounting policy on the subsequent measurement of written put option arrangements with non-controlling shareholders. Subsequent changes in the carrying value of put option liabilities previously recognised in the income statement in "Other finance income/(costs) - net" are now recognised through equity. We believe the change in accounting policy will provide more relevant information about the effects of underlying transactions with non-controlling shareholders. Written put option arrangements are considered equity transactions because the settlement with non-controlling shareholders does not result in losing control over a subsidiary. Furthermore, on initial recognition of the written put option liability, the group simultaneously recognises the non-controlling interest because the risks and rewards of ownership are not deemed to have transferred to the group until the written put option liability is settled.

The group has adopted this change in accounting policy retrospectively, however, the impact is insignificant to the consolidated statement of financial position as all previous remeasurements recognised through the income statement are already accumulated in equity as at the effective date of the change. The previous remeasurements accumulated in retained earnings have been reclassified to the "existing control business combination reserve". Consequently, comparative figures on the statement of financial position have been restated for the reclassification between retained earnings and other reserves. The carrying value of the written put option liabilities and the total equity of the group in the comparative periods remain unchanged. The condensed consolidated income statement and finance income/costs note have been restated for the remeasurement of written put option liabilities as these are now recognised directly in equity.

The company's external auditor has not reviewed or reported on forecasts included in these condensed consolidated interim financial statements.

We continue to explore growth opportunities to advance our strategy, expand our ecosystem and position the business for sustainable growth. In our Classifieds segment, we merged letgo and OfferUp, resulting in a business with national reach across the United States (US) well positioned for growth in a highly competitive market. The merger included a new US$120m investment round led by Prosus. Furthermore, we injected our Middle Eastern Classifieds assets into Emerging Markets Property Group (EMPG) and participated in a US$150m financing round that valued the business at over US$1bn. OLX Brazil has subsequently completed the US$520m (BRL2.9bn) acquisition of leading real estate vertical Grupo Zap, announced in March 2020. In our Payments and Fintech segment, we made an additional investment of US$53m in Remitly to expand its footprint in the US, United Kingdom (UK) and Canada. Finally, we are focused on increasing our exposure to edtech (educational technology) by investing US$60m in Eruditus, a global professional higher-education online platform. In November we announced a total investment of US$500m in Churchill Capital Corp II's planned acquisition of Software Luxembourg Holding S.A. (Skillsoft) and Global Knowledge Training LLC (Global Knowledge). The transaction will create the world's leading digital learning company with a comprehensive suite of on-demand and live virtual content.

The following segmental reviews are prepared on an economic-interest basis (which include consolidated subsidiaries and a proportionate consolidation of associates and joint ventures), unless otherwise stated. 

SEGMENTAL REVIEW

Ecommerce

Ecommerce revenue grew 37% (52%) to US$2.9bn. This was led by the 99% (141%) growth of Food Delivery, 73% (69%) growth in Etail (online retail) and 83% (49%) growth at Ventures. In addition, the Classifieds, and Payments and Fintech segments reported solid results on the back of a sharp recovery to pre-Covid-19 levels in the second quarter as governments eased lockdown regulations.

Aggregated trading losses in our Ecommerce segments reduced by 22% (22%) or US$94m (US$97m) to US$339m, driven by a US$96m (US$91m) improvement in profitability from our Food Delivery business and the first period of profitability from our Etail business. For the six months ended September, Etail reported a trading profit of US$10m compared to a US$37m loss in the prior period. Covid-19 impacts on trading profit included a 64% (17%) lower Classifieds trading profit, with Payments and Fintech flat on the prior year's period. We have recorded a good rise in profitability in both these segments in recent months.

Revenues from our profitable Ecommerce businesses totalled US$1.6bn, with trading profits of US$196m, reflecting growth in local currency of 39% and 25% respectively.

Classifieds

The performance of the Classifieds segment in the first six months of FY21 differed meaningfully by quarter. The first quarter bore the brunt of lockdown regulations in key markets with a commensurate drop in revenue and profitability, while in the second quarter, user activity in most cases, recovered strongly to pre-pandemic levels.

Despite the challenges, Classifieds revenue grew 7% (-4%) to US$635m for the period, reflecting an 18% (19%) decline in revenue in the first quarter, offset by a steady recovery and 30% (11%) growth year on year in the seasonally stronger second quarter. For the period, the segment recorded trading profit of US$15m, representing a 64% (17%) decline. This was primarily due to larger losses from Frontier Car Group (FCG). We stepped up our investment to a majority position in the second half of FY20 - we saw the impact of Covid-19 and we invested further to grow our car vertical capabilities.

During the challenging periods of the pandemic, we supported our clients and partners in all geographies with targeted discounts and extended payment terms, especially for small and medium enterprises. As such, we have not observed any substantial drop in client engagement over the period. In addition, OLX group maintained its workforce, which enabled the recovery from the early impacts of Covid-19 as conditions improved.

For the half-year, we substantially increased daily buyers and active users versus the same period last year in all major markets, including Russia, Poland, India and Brazil, despite the initial decline in activity on our platforms in the first quarter. Total monthly active app users for the group increased 17%. Total monthly paying listers for the group increased 5% for the period as we extended support measures.

In the transactions business, inspection centres, which were mostly closed in the first quarter, have been steadily opening up in all markets as lockdown regulations relaxed. Over 80% of these centres were functional in September, especially in our biggest markets (India, Mexico, the US and Indonesia).

In Russia, Avito performed well in a difficult environment, recording revenues of RUB13.8bn (US$187m), representing organic growth of 10%. Avito recorded a revenue decline of 14% (4%) in the first quarter, but resumed its strong growth trajectory in the second quarter, with healthy revenue growth of 7% (23%). It recorded trading profit of RUB5.1bn (US$69m), down 37% (25%) as the business increased investment in marketing and new product initiatives, including pay-and-ship, which have accelerated platform activity.

In Europe, OLX continues to perform well. Poland remains the biggest market, followed by Ukraine and Romania. The region recorded revenues of US$157m (Poland: US$92m), with growth of 2% on the prior period, despite the impacts of Covid-19. Trading profit margin was 44% (Poland: 56%). Pay-and-ship initiatives were rolled out rapidly in the region. Expanding transactional capabilities will support continued strong growth in the region.

In the transactions business, OLX continues to integrate its horizontal platforms with FCG in Latin America (LatAm), India and Indonesia. We aim to create an end-to-end value proposition for car sellers, buyers and dealers by providing secure and frictionless transactions as well as adjacent services such as financing and insurance. At the onset of the pandemic, almost all transaction centres were shut. As restrictions lifted, centres opened quickly and we returned to more than 80% inspection centre capacity by the end of September. The business sold 37 000 cars in the period, with the US, Indonesia, India and Mexico being the top geographies by volume. The transactions business reported revenues of US$206m and a trading loss of US$40m as it remains in an investment phase.

In May, OLX consolidated its Middle Eastern operations of Lebanon, Egypt, Pakistan and the United Arab Emirates (UAE) into EMPG for a 39% stake. This transaction makes OLX the largest shareholder in EMPG's leading property vertical businesses and capabilities while delivering efficiencies in the UAE.

OLX Brazil, our 50/50 joint venture with Adevinta, recorded a revenue decline of 5% to BRL84m (US$15m) as this country remains affected by Covid-19. Competition in general classifieds increased steadily. We continued to expand our ecosystem and offering with the launch of OLX Pay, a wallet that facilitates payments between buyer and seller, and we have integrated a pay-and-ship offering in most categories. The business reported a trading profit of BRL17m (US$3m).

In March 2020, OLX Brazil reached an agreement to acquire Grupo Zap, which includes two leading Brazilian real estate verticals: Zap and VivaReal. The transaction was approved by the Brazilian competition authorities in September 2020 and closed on 30 October 2020. This investment was financed equally by OLX and Adevinta and will provide a market-leading platform to expand the OLX Brazil value proposition in the real estate vertical.

Food Delivery

Our Food Delivery businesses were impacted by the pandemic to varying degrees, but the segment performed strongly overall. The segment recorded rapid growth in the period, with gross merchandise value (GMV) up 51% (69%) and order growth of 53%, resulting in revenue growing 99% (141%). Similarly, trading losses improved 34% (33%) from US$283m to US$187m as the business benefited from scale efficiencies.

iFood grew orders by 111% and GMV by 84% (152%) as more customers spent time at home, eating together. This resulted in strong revenue growth of 145% (234%) to US$323m for the period. Trading losses declined by 88% (86%) to US$13m as revenue growth and lower marketing spend improved operating leverage. Operationally, it made significant strategic progress in the first six months. Its first-party (1P) business increased its share of orders to over 35% of total order volume in the period. Restaurant supply on the platform expanded as restaurants sought new ways to generate orders and keep their doors open. For the six months ended September 2020, iFood added over 80 000 new restaurants, bringing its network of active restaurants to 258 363.

In September 2020, iFood acquired SiteMercado, an online grocery platform in Brazil. This small but strategic acquisition gives iFood new capabilities, expanding its product assortment, offering customers greater convenience.

Delivery Hero reported order growth of 93% and GMV growth of 61% to €5.1bn in the first half of its financial year to June 2020. With revenue of US$1.1bn, our share is US$234m for the period. Delivery Hero operates in 49 markets and leads in over 90% of these. During the period, it engaged with government bodies, customers and over 630 000 restaurant partners on Covid-19 safety protocols and invested in initiatives such as contactless delivery to keep its customers safe. Delivery Hero acquired InstaShop, a leading online grocery marketplace in the Middle East and North Africa (MENA) that works with over 1 500 vendors to deliver grocery orders to customers in under an hour. More information on Delivery Hero's results is available at https://ir.deliveryhero.com.

Swiggy was materially impacted by severe lockdowns across India. When the pandemic first hit India, many restaurants were forced to close and the number of restaurants on the platform dropped significantly. Since then, government restrictions have eased somewhat, and the market is gradually recovering. Due to the three-month lag in reporting, the group's financials reflect Swiggy's operating results for January to June 2020. In the first quarter of this period, Swiggy recorded order growth of 13% year on year and GMV growth of 16% year on year. In the second quarter, when the effects of the lockdown restrictions were at their height, orders declined by 73% year on year and GMV fell 62% year on year. Our share of Swiggy's revenue contribution grew 13% (17%). Trading loss contribution for the period improved by a meaningful 43% (40%), reflecting lower marketing and delivery expenses as well as meaningful cost reductions across the operations. 

Payments and Fintech

Our Payments and Fintech segment reported good results despite Covid-19, with revenue growth of 27% (29%) to US$252m, driven by strong growth from its units in Europe and LatAm. The trading loss was flat on the prior year at US$38m, as increased profitability from the payments service provider (PSP) business was offset by investment in credit after we increased our stake in PaySense in December 2019 to a majority position.

PayU continues to benefit across its markets from large secular trends towards more consumers transacting online, and more online transactions settled through alternative forms of payment to cash. Total payment value (TPV) reached US$23.7bn, up 34% (37%), supported by a 25% increase in the number of transactions.

Our businesses in Europe and LatAm recorded a 55% (53%) increase in TPV, driven by higher transaction volumes of 34% as volumes shifted online, and local regulations supported digital purchases. This was particularly prevalent in Poland, Romania, Turkey and Colombia. Diversifying the merchant base to financial services and ecommerce helped offset the decline in the travel sector.

India, our largest market, was affected as travel and hospitality came to an abrupt halt and ecommerce was restricted to only essential services in the first phase of the country's severe lockdown, which led to major supply chain disruptions. India's TPV increased by 5% in the first quarter as lockdown restrictions were imposed. As regulations eased and digital payments adoption increased, the business recovered strongly in the second quarter, resulting in 24% TPV growth in local currency for the period.

Iyzico has strengthened our position in Turkey, which is an important growth region for us. Red Dot Payments in Singapore was affected by restrictions on the travel and hospitality industry, but diversified into other ecommerce segments to offset the decline.

With the step-up acquisition of PaySense in December 2019, we expanded our Indian credit product offering and book size. However, due to the pandemic, the Indian regulator imposed a loan moratorium until end-August 2020. In response, we minimised our loan disbursements to manage risks in the portfolio. Given the small size of the book, credit losses as a result of Covid-19 are not significant. We remain optimistic about the credit opportunity and view this as a short-term setback.

In August 2020, PayU invested an additional US$53m in Remitly, our investment in cross-border remittances. While global remittances are projected to decline by 20% in 2020 due to the economic crisis, Remitly increased new customers by 200% as it benefited from the accelerating secular shift to online remittances. The latest funding enables Remitly to continue innovating and building superior products to accelerate growth.

Etail

Overall for the period, the group's Etail businesses performed well during the Covid-19 pandemic. With many offline retailers closed or limited in their operations, more consumers are shopping online. As the leading online retailers in their markets, our Etail businesses were well positioned to serve this surge in demand. In addition, they have adapted their operations to satisfy evolving customer needs brought on by this unprecedented situation.

eMAG

eMAG, in Central and Eastern Europe, has performed well during the pandemic. In the first six months, revenue grew 84% (69%) to US$964m and trading profit was US$21m. This was driven by record GMV of US$1.2bn, resulting in 75% (62%) year-on-year growth. Its market-leading businesses in Romania, Hungary and Bulgaria have adopted to the pandemic and continue to provide consumers with best-in-class convenience, selection and value.

These strong results reflect the speed with which eMAG responded to the Covid-19 crisis. Going beyond its usual service offering, eMAG has launched several initiatives designed to ensure customer safety. For example, Sameday Courier, eMAG's courier business, introduced contactless delivery and accelerated the rollout of its pick-up lockers, two safe and convenient channels for customers to receive their purchases. In addition, during the pandemic, eMAG actively supported the Romanian government with its IT and logistics infrastructure and donated over US$1m in personal protective equipment. Despite the logistical challenges presented by Covid-19, eMAG Hungary's integration of eDigital remains on track.

Takealot

In the first quarter of FY21, South Africa operated under strict government lockdown regulations. Takealot.com was permitted to sell only essential goods, while Superbalist and Mr D Food could not operate at all. The business rebounded in late May when trading restrictions were lifted and all three businesses exceeded their pre-Covid-19 growth rates in the second quarter.

The Takealot group generated US$407m GMV, growing 85% in local currency. Revenue grew 41% (66%) to U$238m. Given this strong topline performance, Takealot delivered a trading loss improvement of 36% (27%), despite significant one-time pandemic-related investments.

The core Takealot.com platform grew GMV by 88% in local currency, with the 1P and third-party (3P) businesses growing 69% and 119% respectively.

Superbalist, South Africa's leading online fashion, beauty and home store, grew GMV 37% in local currency and delivered healthy gross margins.

Mr D Food, South Africa's leading food-delivery service, continued to scale and expand the local market for food delivery. Once lockdown regulations were lifted, Mr D Food regained its momentum and grew GMV 101% in local currency for the period. 

Tencent

Tencent executed key initiatives to help users adapt to the new environment, support enterprises in digital upgrades and broadly contribute to China's economic recovery.

For the six months ended 30 June 2020, Tencent group revenue grew 28% to RMB222.9bn. The business continued to benefit from a diversified and resilient business model. Non-IFRS profit attributable to shareholders (Tencent's measure of normalised performance) grew 29% to RMB57.2bn.

Revenues from value-added services rose 31% to RMB127.4bn. This was driven by strong performances from smartphone games and digital content services such as music subscriptions and live broadcasts.

Revenues from fintech and business services rose 26% to RMB56.3bn, fuelled by growth in commercial payments, wealth management and cloud services. Revenues from the online advertising business were up 22% to RMB36.3bn, largely from higher social advertising revenues from Weixin Moments and the Tencent mobile advertising network. The Weixin ecosystem is redefining China's online advertising by enabling advertisers to effectively channel online, social and offline traffic to its own private domains such as Official Accounts and Mini Programs. Weixin properties such as Moments recorded rapid ad impressions growth, while Tencent's mobile advertising network recorded higher costs per thousand, as revenue contribution from video advertisements rose from a single-digit percentage a year ago to over 40% in the second quarter of 2020. Tencent launched a new integrated ad platform, enabling advertisers to place ads more efficiently across all its properties.

Tencent's commercial payment and wealth management businesses continued to grow users and business scale. Offline merchants, especially small and medium enterprises, have increasingly adapted its payment services and business management tools as they seek to digitally upgrade their businesses to access customers and settle transactions via mobile phones. Tencent has recorded growing demand in its cloud services in industries and public services, particularly in the financial services, healthcare, education and municipal sectors.

The regulatory landscape for Tencent internationally and domestically continues to evolve and there are a number of matters that are receiving Tencent management's attention.

More information on Tencent's results and regulatory developments is available at www.tencent.com/en-us/ir.

Mail.ru

For the six months ended 30 June 2020, Mail.ru's revenue grew 20% to RUB47.7bn. Non-GAAP EBITDA (Mail.ru's measure of normalised performance) grew 4% to RUB13.2bn.

Despite the macroeconomic uncertainty, oil volatility and economic challenges, Mail.ru has benefited from increased time online due to lockdown regulations. Online game revenues grew 30% to RUB17.3bn, while community internet value-added services' revenues grew 13% year on year to RUB9.2bn. Advertising revenues rose 2% year on year to RUB16.5bn.

Mail.ru raised US$600m through a capital increase of US$200m and US$400m in convertible bonds due in 2025. The proceeds will be mainly used to finance organic growth opportunities in existing verticals, strategic M&A opportunities in high-growth verticals, and investments in online-to-offline (eg AliExpress Russia) joint ventures. Prosus participated in the capital raise by investing an additional US$25m. Following this investment, the group holds a 27% effective interest in Mail.ru.

More information on Mail.ru's results is available at https://corp.mail.ru/en/investors/.

COVID-19

We started the financial year in April 2020 responding to the onset of the Covid-19 pandemic, which has proven to be a global challenge. Despite this impact, Naspers remained resilient and performed well in the first half of the current financial year - accelerating revenue growth, improving profitability and cash flow generation, and growing customer numbers as consumers moved online. Ecommerce revenues grew 37% (52%) year on year. Group trading profit grew 38% (42%).

Like most companies, Naspers faced challenges, particularly in countries where government lockdown regulations were extensive and protracted, reducing economic activity. We quickly implemented our contingency plans and we saw a sharp recovery in all of our businesses as lockdown regulations began easing.

Throughout the crisis, we prioritised the health and wellbeing of our employees, safeguarded jobs as far as possible, and protected and positioned our business for the long term. When necessary, we extended support to our partners to ensure the supply chain remained strong, and donated to government Covid-19 response programmes.

After the easing of lockdowns and curfews in many countries in the second quarter, almost all business activities have resumed year-on-year growth. In addition, Tencent remained resilient throughout the pandemic and is performing well. Unfortunately, a second Covid-19 wave is impacting some markets in which we operate, however, we remain confident that the plans we have put in place and our firm financial position will ensure that we manage the potential impacts going forward. Longer term, we believe we will benefit from the acceleration of the underlying trends to online platforms that propel the growth of the consumer internet market, and we will ensure our businesses are positioned to emerge well from the crisis.

PROSPECTS

The current operating environment remains uncertain as the pandemic continues and the longer-term economic impact is unclear. However, we remain cautiously optimistic for several reasons.

The fundamentals of all our businesses are strong and each is well positioned to benefit from accelerating secular growth trends in the consumer internet market. Our businesses - particularly Food Delivery, Payments and Fintech, Etail and Edtech - are benefiting from these structural shifts which we believe will have a lasting impact.

Our strong and liquid balance sheet provides the flexibility to realise our ambitions. We have two decades' experience investing in high-growth, complex and volatile internet markets. We are patient long-term investors with an excellent track record of returns. We will continue to deploy capital in our core segments as opportunities arise.

Our focus for the balance of FY21 will remain on driving growth, profitability and cash generation.

We will also improve the competitiveness of our platforms by investing in technology and product, and reinforcing our artificial intelligence capabilities.

Finally, we remain committed to taking the right actions to unlock value for all our shareholders.

On 30 October 2020 the group announced its intention for Prosus to acquire up to US$5bn of Prosus and Naspers shares. This will be implemented by the acquisition of up to US$1.4bn Prosus N ordinary shares and US$3.6bn Naspers N ordinary shares on the market. This marks another step in the group's continuing creation of shareholder value and reflects its focus on reducing the current discount of the share price to Prosus's net asset value (NAV) over time.

RISKS

Our risk management and compliance processes provide the board with periodic, holistic overviews and understanding of key risks and their management. Businesses are required to apply a methodical approach to governing risks and opportunities so that these are governed as intended and desired outcomes are achieved. The principal risks faced by the group are categorised under financial capital, human capital, manufactured capital, intellectual capital, social and relationship capital, and natural capital. Specific risks and uncertainties are disclosed in the annual report for the financial year ended 31 March 2020 (section on Managing risks and opportunities) which is available on the Naspers website. This report described these risk categories and individual risks (including measures in response to those risks) that could have a material adverse effect on Naspers's financial position and results. In addition, the annual report (section on Responding to Covid-19) sets out our response to the pandemic that affected the group for the latter part of FY20 and has been identified as a new risk going forward. We have identified no new risks in addition to those disclosed in the annual report that have a material impact on the group.

Additional risks not known to Naspers, or currently believed not to be material, could later turn out to have a material impact on our business, objectives, revenues, income, assets, liquidity or capital resources.

SUSTAINABILITY

We aim to create sustainable value for all our stakeholders by integrating sustainability into our strategy, business plans and day-to-day decisions. We focus on the goals set out in the board-approved sustainability plan and continue to work on key areas: diversity and inclusion; learning and development; attracting and rewarding talent; health, safety and wellbeing; data privacy; and anti-bribery and anti-corruption.

We are committed to minimising our impact on the environment and to addressing critical issues such as climate change. We minimise our impact in many ways across the group, including the use of energy-efficient offices, operations and fleets, and we continually investigate more ways to do so. We are also committed to responsible leadership in deploying technology that addresses big societal needs, improves people's lives and enriches the communities in which we live and work. Naspers has committed R4.6bn to fund South African start-up technology businesses.

DIRECTORATE

From 24 April 2020, Ben van der Ross, independent non-executive director, stepped down from the audit and risk committees and was appointed to the social, ethics and sustainability committee. The board thanks him for his valuable contribution to the audit and risk committees.

From 26 June 2020, Ying Xu was appointed as an independent non-executive director.

From 21 August 2020, Steve Pacak was appointed as an independent non-executive director on the audit committee.

From 28 August 2020, Lynelle Bagwandeen was appointed as company secretary of Naspers Limited.

Independent auditor's review of the condensed consolidated interim financial statements

The condensed consolidated interim financial statements for the six months ended 30 September 2020 have been reviewed by PricewaterhouseCoopers Inc., our independent auditors. Their unqualified report is appended to these condensed consolidated interim financial statements.

Responsibility statement on the condensed consolidated interim financial statements

We have prepared the condensed consolidated interim financial statements of Naspers for the six months ended 30 September 2020. The condensed consolidated interim financial statements give a true and fair view of the assets, liabilities, financial position as at 30 September 2020, and of the result of our consolidated operations for the six months ended 30 September 2020.

Preparation of the condensed consolidated interim financial statements

The preparation of the condensed consolidated interim financial statements was supervised by the group's financial director, Basil Sgourdos CA(SA). These results were made public on 23 November 2020.

On behalf of the board

Koos Bekker                                           Bob van Dijk

Chair                                                        Chief executive

Cape Town                      

21 November 2020  

Condensed consolidated income statement

Condensed consolidated statement of comprehensive income

Condensed consolidated statement of financial position