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Mon 27 Jun 2011, 9:00 NPN - Naspers - Summary of the audited results of the Naspers group for the
NPN
NPN                                                                             
NPN - Naspers - Summary of the audited results of the Naspers group for the     
year ended 31 March 2011                                                        
Naspers Limited                                                                 
(Registration Number: 1925/001431/06)                                           
("Naspers")                                                                     
ISIN: ZAE000015889                                                              
JSE Share code: NPN                                                             
LSE Share code: NPSN                                                            
PROVISIONAL REPORT                                                              
Summary of the audited results of the Naspers group for the year ended 31       
March 2011                                                                      
Commentary                                                                      
The group achieved a solid performance over the past year. Consolidated         
revenues grew by 18% and core headline earnings were up 13%. These results      
were underpinned by a diversified portfolio and a strong balance sheet.         
Major areas of growth were the internet and pay-television businesses.          
Worldwide the internet industry continued its expansion from which most of      
our internet businesses benefited. The resilience of our pay-television         
operations in an increasingly competitive environment underscores the           
benefit of quality content, although rising costs place margins under           
pressure. Our print media business experienced a limited recovery in            
advertising revenues, whilst the technology business was able to improve        
margins.                                                                        
Over the past year the group continued to expand, as evidenced by growth in     
revenues. Although nuances shift gradually, the growth strategy continues       
to have three legs: organic growth of existing businesses, pursuing             
acquisitions and developing new technologies.                                   
Recent experience is that internet valuations, in our opinion, have become      
inflated and good value is difficult to find these days. As a consequence,      
we are focusing somewhat more on growing our businesses organically and on      
developing new technologies. This may dampen earnings in the year ahead as      
the cost of developing these businesses are expensed through the income         
statement. However, we believe this strategy is sound and will stimulate        
long-term growth prospects. This statement has not been reviewed or             
reported on by the company`s auditors.                                          
FINANCIAL REVIEW                                                                
Over the past year consolidated revenues expanded by 18% to R33bn.              
Consolidated internet revenues were up 36%, whilst growth of the subscriber     
base saw pay-television revenues 19% higher. Consolidated trading profit,       
which includes finance cost on transponder leases, but excludes                 
amortisation of intangible assets (other than software), and other              
gains/losses, lifted 7% to R5,8bn. The reduction in margins was largely the     
result of higher costs in the pay-television business.                          
Net interest cost on cash and loans increased from R286m last year to           
R575m, the result of funding investments with debt. Our core earnings from      
equity-accounted associates grew to R3,6bn, mostly from strong performances     
at Tencent and Mail.ru Group.                                                   
The reported dilution gains of R1,5bn are solely theoretical, arising           
mainly from the contribution of the group`s stake in Mail.ru into the newly     
listed entity.                                                                  
The net result of the above is core headline earnings of R6bn - an increase     
of 13% on the prior year.                                                       
This earnings performance delivered positive free cash flows of R4bn. Our       
funding structure remains sound with total consolidated net debt, excluding     
satellite leases, of R3,9bn. This represents a net debt: equity ratio of        
10%.                                                                            
Corporate activities for the year include:                                      
- The group consolidated its internet interests in Russia, acquiring a 29%      
interest in Digital Sky Technologies (DST) by contributing existing assets      
and cash. DST was renamed Mail.ru Group and listed on the London Stock          
Exchange in November 2010.                                                      
- The group issued a seven-year US$700m bond, with a coupon rate of 6,375%.     
The proceeds were used to partly pay down an offshore revolving credit          
facility (RCF).                                                                 
- During March the group refinanced its RCF. Capacity was increased to          
US$2bn and the term extended to 2016. The facilities bear interest at US        
LIBOR plus 1,75% before commitment and utilisation fees.                        
During the period the group impaired R1bn of goodwill and intangible            
assets, mainly at Gadu-Gadu, where growth has lagged.                           
SEGMENTAL REVIEW                                                                
This segmental review includes our consolidated subsidiaries, plus the          
proportional consolidation of associated companies.                             
Pay television                                                                  
The past year was characterised by lively subscriber growth, with 977 000       
subscribers added to the base. This was largely driven by the Fifa 2010         
World Cup, coupled with decoder subsidies and marketing. As a consequence,      
revenue increased 19% to R21bn. Trading margins were lower due to cost          
pressures from growing the subscriber base, higher sport content costs and      
competition. Good progress was made in increasing local content and skills.     
In South Africa the gross base expanded by 637 000 to 3,5 million               
subscribers. The lower-priced Compact bouquet accounted for 59% of the          
growth. Television advertising revenues rebounded, growing 32%.                 
In the rest of sub-Saharan Africa our base grew by 340 000 to 1,4 million       
subscribers. The lower-priced Compact/Family bouquets now reach 602 000         
families. Trading margins were reduced by a higher investment in decoder        
subsidies, local and sport content and additional satellite capacity.           
Competition is expected to intensify across the continent and the               
regulatory environment remains uncertain.                                       
After a period of uncertainty, the Southern African Development Community       
selected the DVB-T2 digital video broadcast standard to migrate analogue        
terrestrial services to digital terrestrial television (DTT).                   
Internet                                                                        
Overall the internet segment reported revenue growth of 47% and trading         
profits rose 48%.                                                               
In China, Tencent recorded another strong set of results in an increasingly     
competitive market. Rapid growth of the internet industry in China enabled      
Tencent, through its focus on user experience, to further expand the            
usefulness of its core platforms. Our share of Tencent revenues was R7,2bn      
and trading profit R3,5bn. The QQ platforms now manage 674 million active       
instant messaging (IM) user accounts and 137 million peak simultaneous          
users. The social service, QZone, also grew well with current user accounts     
of 504 million.                                                                 
The Russian internet market remains lively and Mail.ru Group maintained         
market share in most segments. They are the leading providers of services       
to internet consumers in Russian speaking markets. Buoyed by a rebound in       
online advertising, our share of Mail.ru Group`s reported revenues was          
R657m and a trading profit of R157m.                                            
In aggregate, the other internet businesses reported revenue growth of 37%      
and a marginal trading loss of R6m, the result of increased development         
costs. The e-commerce operations of Allegro (Eastern Europe) and Ricardo        
(Western Europe) continued expanding healthily. Both businesses broadened       
their product offerings through organic growth and smaller bolt-on              
acquisitions.                                                                   
In Latin America, our e-commerce business, BuscaPe, continued to deepen its     
services and broaden its revenue base. The acquisition of the classified        
platform, OLX, strengthened our product range in this market.                   
Print media                                                                     
Our operations in South Africa showed revenue growth of 9%, with                
advertising improving only modestly. Trading profits declined in part due       
to the troublesome implementation of a new enterprise resource planning         
system. In Brazil, Abril`s revenue and operating profit, excluding the          
educational business sold during the prior year, grew 14% on the back of a      
buoyant economy.                                                                
Technology                                                                      
Consolidated revenues in local currency grew 10% and operating performance      
improved as Irdeto benefited from efficient management of its products and      
structure. Over 18 million conditional access units were delivered, a 17%       
increase on the previous year. In most product categories new clients were      
added and new offerings introduced, which positions Irdeto to secure            
internet distributed digital assets and content.                                
DIVIDEND NUMBER 82                                                              
The board recommends that the annual dividend be increased by 15% to 270c       
(previously 235c) per listed N ordinary share, and 54c (previously 47c) per     
unlisted A ordinary share. If approved by shareholders atthe annual general     
meeting to be held on 26 August 2011, dividends will be payable to              
shareholders recorded in the books on Friday 23 September 2011, and will be     
paid on Monday 26 September 2011. The last date to trade cum dividend will      
be on Friday 16 September 2011. (The shares will therefore trade ex             
dividend from Monday 19 September 2011.) Share certificates may not be          
dematerialised or rematerialised between Monday 19 September 2011 and           
Friday 23 September 2011, both dates inclusive.                                 
CORPORATE GOVERNANCE                                                            
The impact of the new South African Companies Act and the implementation of     
the King Report on Governance for South Africa 2009 (King III) consumed         
time over the past year. Where appropriate for the group, the necessary         
changes to our governance policies and practices were made. Any principles      
or practices that were found to be inappropriate for the group, as well as      
reasons for not implementing some of King III`s recommendations, are            
disclosed in the integrated report for the financial year ended 31 March        
2011.                                                                           
BASIS OF PRESENTATION AND ACCOUNTING POLICIES                                   
The financial statements for the year ended 31 March 2011 have been             
prepared in accordance with IAS 34 and International Financial Reporting        
Standards (IFRS), the requirements of the South African Companies Act, No       
61 of 1973, and in compliance with the Listings Requirements of the JSE         
Limited. Except as noted below, accounting policies used are consistent         
with those applied in the previous annual financial statements and IFRS.        
These results have been audited by the company`s auditor,                       
PricewaterhouseCoopers Inc., whose unqualified report is available for          
inspection at the registered office of the company.                             
The group adopted the following new standards and amendments for the year       
ended 31 March 2011:                                                            
IAS 7 "Statement of Cash Flows" has been amended and now requires changes       
in interests in a subsidiary that do not result in a loss of control to be      
recorded in financing activities as opposed to investing activities. This       
amendment is effective retrospectively, resulting in the restatement of the     
statement of cash flows. Preference dividends received are now recorded in      
investing activities as opposed to financing activities. The total amount       
reallocated to investing activities was R404m for the year ended 31 March       
2010.                                                                           
IFRS 3 Revised "Business Combinations" and IAS 27 Revised "Consolidated and     
Separate Financial Statements" were adopted. The effect of these standards      
is recorded in the line item "Gains on acquisitions and disposals" on the       
income statement. These items are adjusted for in the calculation of            
headline and core headline earnings.                                            
MWEB is now reported in the pay-television rather than the internet             
segment. It is working on technologies to deliver video content.                
Comparative segmental results have been restated in accordance with IFRS 8      
"Operating Segments".                                                           
Our share of associates` other comprehensive income and reserves relates        
mainly to the revaluation of the associates` available for sale                 
investments.                                                                    
Core headline earnings exclude once-off and non-operating items. We believe     
that it is a useful measure for shareholders of the group`s sustainable         
operating performance. However, this is not a defined term under IFRS and       
may not be comparable with similarly titled measures reported by other          
companies.                                                                      
SIGNIFICANT ACQUISITIONS                                                        
In August 2010 the group consolidated its internet interests in Russia,         
acquiring a 28,7% interest in Digital Sky Technologies (DST), a prominent       
internet company in Russian-speaking markets. In consideration, the group       
contributed its 39,3% investment in Mail.ru and US$388m in cash.                
In August 2010 the group acquired 68% of OLX for US$144m cash. This is a        
classifieds business operating mainly in emerging markets, especially in        
Latin America. In December 2010 the group increased its stake to 71,5%.         
In September 2010 the group acquired 74% of Multiply Inc. for US$44m in         
cash. This unit combines social networking with an online marketplace           
focused on south-east Asia, and fits well within the group`s internet           
strategy.                                                                       
In December 2010 the group acquired 100% of Level Up! International             
Holdings, an online game publisher, for US$51m.                                 
On behalf of the board                                                          
Ton Vosloo                        Koos Bekker                                   
Chairman                          Managing director                             
Cape Town                                                                       
27 June 2011                                                                    
                                       Revenue                                  
Year ended 31 March                      
Segmental                               2011        2010      %                 
Review                                  R`m         R`m       Change            
Pay television                          21 025      17 603    19                
Internet                                12 092      8 237     47                
- Tencent                               7 215       4 874     48                
- Other                                 4 877       3 363     45                
Print                                   10 758      10 204    5                 
Technology                              1 228       1 207     2                 
Economic interest                       45 103      37 251    21                
Corporate services                      -           -         -                 
Less: Associates                        (12 018)    (9 253)   30                
Consolidated                            33 085      27 998    18                
                                       EBITDA                                   
                                       Year ended 31 March                      
Segmental                               2011        2010      %                 
Review                                  R`m         R`m       Change            
Pay television                          6 542       5 851     12                
Internet                                3 945       2 697     46                
- Tencent                               3 795       2 542     49                
- Other                                 150         155       (3)               
Print                                   1 194       1 232     (3)               
Technology                              188         98        92                
Economic interest                       11 869      9 878     20                
Corporate services                      (239)       (230)     4                 
Less: Associates                        (4 481)     (3 152)   42                
Consolidated                            7 149       6 496     10                
                                       Trading profit                           
Year ended 31 March                      
Segmental                               2011        2010      %                 
Review                                  R`m         R`m       Change            
Pay television                          5 727       5 232     9                 
Internet                                3 493       2 362     48                
- Tencent                               3 543       2 363     50                
- Other                                 (50)        (1)       +100              
Print                                   872         896       (3)               
Technology                              128         47        +100              
Economic interest                       10 220      8 537     20                
Corporate services                      (240)       (232)     3                 
Less: Associates                        (4 142)     (2 858)   45                
Consolidated                            5 838       5 447     7                 
Note: Trading profit excludes amortisation of intangible assets (other than     
software) and other gains/losses, but includes the finance cost on              
transponder leases.                                                             
Year ended   Year ended           
                                              31 March     31 March             
Reconciliation of Trading Profit               2011         2010                
to Operating Profit                            R`m          R`m                 
Trading profit                                 5 838        5 447               
Finance cost on transponder leases             144          93                  
Amortisation of intangible assets              (1 045)      (1 135)             
Other gains/(losses) - net                     (881)        (364)               
Operating profit                               4 056        4 041               
Note: For a reconciliation of operating profit to profit before taxation,       
refer to the "Consolidated income statement".                                   
                                    Year ended   Year ended                     
31 March     31 March                       
Consolidated Income                  2011         2010         %                
Statement                            R`m          R`m          Change           
Revenue                              33 085       27 998       18               
Cost of providing services and sale  (17 794)     (14 438)                      
of goods                                                                        
Selling, general and administration  (10 354)     (9 155)                       
expenses                                                                        
Other gains/(losses) - net           (881)        (364)                         
Operating profit                     4 056        4 041                         
Interest received                    401          348                           
Interest paid                        (1 389)      (883)                         
Other finance income/(costs) - net   (30)         114                           
Share of equity-accounted results    3 290        2 058        60               
Impairment of equity-accounted       (23)         (62)                          
investments                                                                     
Dilution gains on equity-accounted   1 461        -                             
investments                                                                     
Gains on acquisitions and disposals  42           144                           
Income before taxation               7 808        5 760        36               
Taxation                             (1 861)      (1 808)                       
Profit for the year                  5 947        3 952        50               
Attributable to:                                                                
Equity holders of the group          5 260        3 257                         
Non-controlling interest             687          695                           
                                    5 947        3 952                          
Core headline earnings for the       6 036        5 319        13               
period (R`m)                                                                    
Core headline earnings per N         1 612        1 426        13               
ordinary share (cents)                                                          
Fully diluted core headline          1 550        1 386        12               
earnings per N ordinary share                                                   
(cents)                                                                         
Headline earnings for the period     4 213        3 297        28               
(R`m)                                                                           
Headline earnings per N ordinary     1 125        884          27               
share (cents)                                                                   
Fully diluted headline earnings per  1 082        859          26               
N ordinary share (cents)                                                        
Earnings per N ordinary share        1 405        873          61               
(cents)                                                                         
Fully diluted earnings per N         1 351        848          59               
ordinary share (cents)                                                          
Net number of shares issued (`000)                                              
- At period-end                      375 440      374 308                       
- Weighted average for the period    374 501      372 951                       
- Fully diluted weighted average     389 465      383 820                       
                                            Year ended    Year ended            
Condensed Consolidated                       31 March      31 March             
Statement of Comprehensive                   2011          2010                 
Income                                       R`m           R`m                  
Profit for the year                          5 947         3 952                
Total other comprehensive income, net of     2 277         (2 047)              
tax, for the year                                                               
Translation of foreign operations            (461)         (1 918)              
Cash flow hedges                             126           (560)                
Share of associates` other comprehensive     2 622         250                  
income and reserves                                                             
Tax on other comprehensive income            (10)          181                  
Total comprehensive income for the year      8 224         1 905                
Attributable to:                                                                
Equity holders of the group                  7 543         1 308                
Non-controlling interest                     681           597                  
                                            8 224         1 905                 
Year ended    Year ended            
Condensed Consolidated                       31 March      31 March             
Statement of Changes                         2011          2010                 
in Equity                                    R`m           R`m                  
Balance at beginning of the year             35 634        35 217               
Changes in share capital and premium                                            
Movement in treasury shares                  (335)         (1 041)              
Share capital and premium issued             253           433                  
Changes in reserves                                                             
Total comprehensive income for the year      7 543         1 308                
Movement in share-based compensation         508           498                  
reserve                                                                         
Movement in existing control business        (63)          (334)                
combination reserve                                                             
Direct retained earnings movement            (22)          (22)                 
Dividends paid to Naspers shareholders       (882)         (773)                
Changes in non-controlling interest                                             
Total comprehensive income for the year      681           597                  
Dividends paid to non-controlling            (665)         (311)                
shareholders                                                                    
Movement in non-controlling interest in      290           62                   
reserves                                                                        
Balance at end of the year                   42 942        35 634               
Comprising:                                                                     
Share capital and premium                    14 384        14 466               
Retained earnings                            21 179        16 823               
Share-based compensation reserve             2 300         1 573                
Existing control business combination        25            98                   
reserve                                                                         
Hedging reserve                              (297)         (408)                
Valuation reserve                            4 256         1 844                
Foreign currency translation reserve         (1 185)       (736)                
Non-controlling interest                     2 280         1 974                
Total                                        42 942        35 634               
                                            Year ended    Year ended            
                                            31 March      31 March              
Condensed Consolidated                       2011          2010                 
Statement of Financial Position              R`m           R`m                  
ASSETS                                                                          
Non-current assets                           53 610        44 342               
Property, plant and equipment                7 561         6 490                
Goodwill                                     17 278        16 620               
Other intangible assets                      3 886         4 976                
Investment in associates                     20 767        11 942               
Other investments and loans                  3 301         3 500                
Deferred taxation                            817           814                  
Current assets                               16 245        13 126               
Inventory                                    731           693                  
Programme and film rights                    1 487         1 298                
Trade receivables                            2 929         2 438                
Other receivables and loans                  2 330         1 900                
Cash and cash equivalents                    8 731         6 785                
Assets classified as held-for-sale           37            12                   
Total assets                                 69 855        57 468               
EQUITY AND LIABILITIES                                                          
Share capital and reserves                   40 662        33 660               
Non-controlling shareholders` interest       2 280         1 974                
Total equity                                 42 942        35 634               
Non-current liabilities                      14 951        10 892               
Capitalised finance leases                   1 893         1 736                
Liabilities - interest-bearing               10 822        6 983                
Liabilities - non-interest-bearing           178           51                   
Post-retirement medical liability            179           178                  
Derivatives                                  714           684                  
Deferred taxation                            1 165         1 260                
Current liabilities                          11 962        10 942               
Current portion of long-term debt            1 510         1 675                
Trade payables                               1 915         1 721                
Accrued expenses and other current           6 608         5 740                
liabilities                                                                     
Derivatives                                  599           847                  
Bank overdrafts and call loans               1 330         959                  
Total equity and liabilities                 69 855        57 468               
Net asset value per N ordinary share         10 831        8 993                
(cents)                                                                         
                                            Year ended    Year ended            
31 March      31 March              
Condensed Consolidated                       2011          2010                 
Statement of Cash Flows                      R`m           R`m                  
Cash flow from operating activities          5 271         5 622                
Cash flow utilised in investing activities   (5 778)       (4 752)              
Cash flow generated from/(utilised in)       2 513         (169)                
financing activities                                                            
Net movement in cash and cash equivalents    2 006         701                  
Foreign exchange translation adjustments     (431)         (678)                
Cash and cash equivalents at beginning of    5 826         5 803                
the year                                                                        
Cash and cash equivalents at end of the      7 401         5 826                
year                                                                            
                                            Year ended    Year ended            
                                            31 March      31 March              
Calculation of Headline                      2011          2010                 
and Core Headline Earnings                   R`m           R`m                  
Net profit attributable to shareholders      5 260         3 257                
Adjusted for:                                                                   
- insurance proceeds                         (51)          (369)                
- impairment of property, plant and          25            225                  
equipment and other assets                                                      
- impairment and derecognition of goodwill   1 035         384                  
and intangible assets                                                           
- profit on sale of property, plant and      (407)         (229)                
equipment and intangible assets                                                 
- profit on sale of investments              (152)         (120)                
- dilution gains on equity-accounted         (1 461)       -                    
investments                                                                     
- remeasurements included in equity-         (28)          30                   
accounted earnings                                                              
- impairment of equity-accounted             23            62                   
investments                                                                     
                                            4 244         3 240                 
Total tax effects of adjustments             (27)          7                    
Total adjustments for non-controlling        (4)           50                   
interest                                                                        
Headline earnings                            4 213         3 297                
Adjusted for:                                                                   
- treasury-settled share scheme charges      488           418                  
- prior year withholding taxes               -             121                  
- reversal of deferred tax assets            13            253                  
- amortisation of intangible assets          1 052         922                  
- Welkom Yizani refinancing                  -             330                  
- fair value adjustments and currency        18            (22)                 
translation differences                                                         
- RCF - accelerated amortisation of costs    128           -                    
- acquisition-related costs                  124           -                    
Core headline earnings                       6 036         5 319                
                                            Year ended    Year ended            
                                            31 March      31 March              
                                            2011          2010                  
Supplementary Information                    R`m           R`m                  
Depreciation of property, plant and          1 040         878                  
equipment                                                                       
Amortisation                                 1 172         1 213                
- intangible assets                          1 045         1 135                
- software                                   127           78                   
Other gains/(losses) - net                   (881)         (364)                
- profit/(loss) on sale of property, plant   42            (47)                 
and equipment and intangible assets                                             
- impairment and derecognition of goodwill   (1 035)       (384)                
and intangible assets                                                           
- impairment of intangible assets            (33)          (225)                
- Welkom Yizani refinancing                  -             (330)                
- insurance proceeds                         51            369                  
- profit on transponder lease settlement     88            253                  
- fair value adjustment on shareholders`     6             -                    
liability                                                                       
Interest received                            401           348                  
- loans and bank accounts                    308           314                  
- other                                      93            34                   
Interest paid                                (1 389)       (883)                
- loans and overdrafts                       (883)         (600)                
- transponder leases                         (144)         (93)                 
- RCF costs - accelerated amortisation       (128)         -                    
- other                                      (234)         (190)                
Other finance income/(costs) - net           (30)          114                  
- net foreign exchange differences and fair  (247)         (154)                
value adjustments on derivatives                                                
- preference dividends received              217           268                  
Gains on acquisition and disposals           42            144                  
- profit on sale of investments              34            144                  
- profit on partial disposal of investments  72            -                    
- acquisition-related costs                  (109)         -                    
- other                                      45            -                    
Goodwill                                                                        
- cost                                       17 051        15 407               
- accumulated impairment                     (431)         (49)                 
Opening balance                              16 620        15 358               
- foreign currency translation effects       (510)         (1 163)              
- acquisitions                               1 885         2 807                
- contingent consideration adjustment        (49)          -                    
- impairment and derecognition               (668)         (382)                
Closing balance                              17 278        16 620               
- cost                                       18 371        17 051               
- accumulated impairment                     (1 093)       (431)                
Investments and loans                        24 068        15 442               
- listed investments                         16 874        4 646                
- unlisted investments                       7 194         10 796               
Market value of listed investments           137 735       92 843               
Directors` valuation of unlisted             7 194         10 796               
investments                                                                     
Commitments                                  16 997        18 626               
- capital expenditure                        401           527                  
- programme and film rights                  7 744         8 698                
- network and other service commitments      700           656                  
- transponder leases                         6 787         7 689                
- operating lease commitments                896           697                  
- set-top box commitments                    469           359                  
Share of equity-accounted results            3 290         2 058                
- dilution gains                             (39)          (64)                 
- foreign currency translation reserve       (29)          -                    
release                                                                         
- impairment of investments                  24            -                    
- (gains)/losses on acquisitions and         (262)         100                  
disposals                                                                       
Contribution to headline earnings            2 984         2 094                
- amortisation of intangible assets          355           180                  
- treasury-settled share scheme charges      227           148                  
- business combination costs                 15            -                    
- reversal of deferred taxation              13            101                  
Contribution to core headline earnings       3 594         2 523                
Tencent                                      3 164         2 148                
Mail.ru                                      152           70                   
Abril                                        250           318                  
Other                                        28            (13)                 
Business combinations                                                           
In August 2010 the group acquired a 67,8% fully diluted interest in OLX         
Inc., an online classifieds business. The fair value of the total purchase      
consideration was R1 044m (US$144m) cash. The purchase price allocation         
(PPA): PP&E R3m; intangible assets R260m; cash R237m; other current assets      
R59m; trade and other payables R35m; deferred tax liability R103m and the       
balance to goodwill. The main factor contributing to the goodwill               
recognised is the company`s presence in the classifieds sector in emerging      
markets. The recognised goodwill is not expected to be deductible for           
income tax purposes. A non-controlling interest of R51m was recognised at       
the acquisition date. This was measured using the proportionate share of        
the identifiable net assets.                                                    
In December 2010 the group increased its total economic interest to 71,5%       
on a fully diluted basis. This was accounted for as a transaction with non-     
controlling interests. The revenue and results from OLX since the               
acquisition date were not significant to the group`s consolidated results.      
In September 2010 the group acquired a 73,9% fully diluted interest in          
Multiply Inc. which combines social networking with an online marketplace.      
The fair value of the total purchase consideration was R311m (US$44m) in        
cash. The group increased its holding in Multiply to 74,5% during November.     
The preliminary PPA: PP&E R7m; intangible assets R80m; cash R3m; trade and      
other receivables R2m; trade and other payables R1m; deferred tax liability     
R24m; and the balance to goodwill. The main factor contributing to the          
goodwill recognised is the company`s significant user base in emerging          
markets. The recognised goodwill is not expected to be deductible for           
income tax purposes. A non-controlling interest of R17m was recognised at       
the acquisition date, and was measured using the proportionate share of the     
identifiable net assets. The revenue and results from Multiply since the        
acquisition date were not significant to the group`s consolidated results.      
In December 2010 the group acquired 100% of Level Up! International             
Holdings for a cash purchase consideration of R365m (US$51m). A PPA has not     
yet been performed and the difference between the net asset value and           
purchase consideration of R279m was allocated to goodwill.                      
In February 2011 the group acquired 77,7% of Dineromail, Latam`s leading        
internet payment solution, for a cash purchase consideration of R206m           
(US$28m). A PPA has not yet been performed and the difference between the       
net asset value and purchase consideration of R181m was allocated to            
goodwill.                                                                       
Total acquisition-related costs of R109m were recorded in "Gains on             
acquisitions and disposals" in the income statement. Had the revenues and       
net results of all business combinations that occurred in the period been       
included from 1 April 2010 it would not have had a significant effect on        
the group`s consolidated revenue and net results.                               
Directors                                                                       
T Vosloo (chairman)                                                             
J P Bekker (managing director)                                                  
F-A du Plessis                                                                  
G J Gerwel                                                                      
R C C Jafta                                                                     
L N Jonker                                                                      
D Meyer                                                                         
S J Z Pacak                                                                     
T M F Phaswana                                                                  
L P Retief                                                                      
B J van der Ross                                                                
N P van Heerden                                                                 
J J M van Zyl                                                                   
H S S Willemse                                                                  
Company secretary                                                               
G Kisbey-Green                                                                  
Registered office                 Transfer secretaries                          
40 Heerengracht, Cape Town 8001   Link Market Services South Africa             
                                 (Proprietary) Limited                          
(PO Box 2271, Cape Town 8000)     11 Diagonal Street, Johannesburg 2001         
                                 (PO Box 4844, Johannesburg 2000)               
ADR programme                                                                   
The Bank of New York Mellon maintains a GlobalBuyDIRECTTM plan for Naspers      
Limited. For additional information, please visit The Bank of New York`s        
website at (www.globalbuydirect.com) or call Shareholder Relations at 1-888-    
BNY-ADRS or 1-800-345-1612 or write to: The Bank of New York Mellon,            
Shareholder Relations Department - GlobalBuyDIRECTTM, Church Street             
Station, PO Box 11258, New York, NY 10286-1258, USA.                            
Important information                                                           
The report contains forward-looking statements as defined in the United         
States Private Securities Litigation Reform Act of 1995. Words such as          
"believe", "anticipate", "intend", "seek", "will", "plan", "could", "may",      
"endeavour" and similar expressions are intended to identify such forward-      
looking statements, but are not the exclusive means of identifying such         
statements. While these forward-looking statements represent our judgements     
and future expectations, a number of risks, uncertainties and other             
important factors could cause actual developments and results to differ         
materially from our expectations. These include factors that could              
adversely affect our businesses and financial performance. We are not under     
any obligation to (and expressly disclaim any such obligation to) update or     
alter our forward-looking statements, whether as a result of new                
information, future events or otherwise. Investors are cautioned not to         
place undue reliance on any forward-looking statements contained herein.        
For a more detailed exposition, visit the Naspers website at                    
www.naspers.com                                                                 
Sponsor:                                                                        
Investec Bank Limited                                                           
Date: 27/06/2011 09:00:01 Produced by the JSE SENS Department.                  
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howsoever arising, from the use of SENS or the use of, or reliance on,          
information disseminated through SENS.
Profile Group (Pty) Ltd. has taken care in preparing all information on this website, but does not accept any liability for errors or out-of-date information.
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