29 Nov 2011 07:00
Naspers Limited
(Registration Number: 1925/001431/06)
("Naspers")
JSE share code: NPN ISIN: ZAE000015889
LSE share code: NPSN ISIN: US 6315121003
INTERIM REPORT
The reviewed results of the Naspers group for the six months to 30 September 2011 are as follows:
Commentary
Naspers continued to expand over the past six months, with consolidated revenues up 17%. Our internet businesses grew well, benefitting from both organic expansion and a few smaller acquisitions. As anticipated, the pace of subscriber growth in our pay-television operations slowed post the 2010 Fifa World Cup. Our print media business experienced strain from the recession, but maintained market share.
Over the past six months our group focussed on growing our business organically rather than by acquisition. Several new platforms and services were developed. As previously reported to shareholders, the costs of developing these businesses are expensed directly through the income statement, which has the effect of dampening earnings. Consequently, whilst revenues showed healthy growth, core headline earnings growth was 8%.
FINANCIAL REVIEW
The lift of 17% in consolidated revenues to R18,5bn came largely from our internet businesses, where revenues jumped 50%. The broader pay-television subscriber base resulted in revenue increasing 14%, whilst print revenues were up 5%. Development costs for the period accelerated to R1,1bn (2010: R631m), which lowered consolidated trading profit 8% to R3,1bn.
Net interest cost on cash and loans decreased from last year's R271m to R221m now, the result of lower costs of funding. Our core earnings from equity-accounted associates grew 32% to R2,2bn, mainly from Tencent and Mail.ru Group.
The above resulted in core headline earnings of R3,5bn - an increase of 8% on the prior period. During the period, the group impaired goodwill and intangible assets of R610m, net of tax. Positive free cash flows were R1,4bn. Our funding structure remains sound, with total consolidated net debt, excluding capitalised satellite leases, of R6,8bn. This represents a net consolidated debt to equity ratio of 15%.
SEGMENTAL REVIEW
This segmental review reflects consolidated subsidiaries, plus a proportional consolidation of associated companies.
Pay television
We experienced growth of 269 000 subscribers during the six-month period and the total base now stands at 5,2 million homes. Revenues were up 14% to R11,6bn, whilst trading profits grew 8% to R3,4bn. We continue to re-invest in the business, including upgrading our technology.
In South Africa, the gross base added 209 000 to 3,7 million households. Some 142 000 new homes came from the lower-priced Compact bouquet. Advertising revenues grew on the back of an overall increase in the television industry share of market. The recent roll-out of Box Office, a service that allows our PVR subscribers to view the latest blockbuster movies instantaneously, proved popular.
In the rest of sub-Saharan Africa our subscribers increased by 60 000 to reach 1,5 million homes. The lower-priced Compact/Family bouquets now account for 41% of the base. Trading margins were reduced by more investment in local content, decoder subsidies and the development of new products. We now cover most major football leagues and recently added the Africa Magic Kiswahili channel for subscribers in East Africa. Economic conditions in this region are variable and some currencies have experienced volatility.
Digital terrestrial services, under the brand name GOtv, were launched in Zambia, Uganda, Kenya and Nigeria. We will continue to invest in the expansion of these digital terrestrial networks.
Competitive pressures increased and regulatory scrutiny continues to intensify across the continent.
Internet
Overall the internet segment reported revenue growth of 50%. Due to our increased focus on building out operations organically, and expensing that cost, trading profits nudged up by a lower 7% to R1,9bn.
In China, Tencent achieved solid growth in an increasingly competitive market. Our share of revenues grew by 46% to R4,9bn and trading profits were up 27% to R2,1bn. The QQ IM platforms now manage 145 million peak simultaneous users. QZone services and online games also grew well.
In Russia, Mail.ru Group delivered strong growth in communication, online gaming and social networks. Mail.ru's portal reached 27,5m unique users. Our share of Mail.ru Group's reported revenues was R456m and trading profit of R141m.
In aggregate, our other internet businesses reported robust revenue growth of 59% and a trading loss of R371m, the result of increased organic development costs. In Eastern Europe, Allegro grew revenues by 44% as it broadened its product offerings and diversified revenue streams. In Latin America our e-commerce business, BuscaPé, continued to broaden its services across the value chain and doubled its revenue.
Print media
The print media business felt economic head winds, with advertising and circulation revenues remaining weak. Overall, total revenue grew by 5%, whilst trading profits declined because of the cost infrastructure and costs related to the implementation of new enterprise management systems. We are pleased that the subscribers to our daily newspapers have increased since the decline that was experienced in 2010 through the implementation of a computer-based subscriber system.
Technology
Revenue declined as growth in conditional access revenues were offset by lower revenues in other product lines. Investment in new market segments, together with the integration of acquisitions recently concluded, resulted in reduced trading profit.
Outlook
Indications are that overall revenue growth should remain fairly robust over the next six months. By contrast, and as previously warned, growth of the profit line will be affected by an acceleration of organic development spend in several of our businesses. We continue to believe that this strategy is sound and will stimulate long-term growth.
This statement has not been reviewed or reported on by the company's auditors.
BASIS OF PRESENTATION AND ACCOUNTING POLICIES
The financial results for the six months to 30 September 2011 have been prepared in accordance with IAS 34 "Interim Financial Reporting" and International Financial Reporting Standards (IFRS), the requirements of the South African Companies Act, No 71 of 2008, and in compliance with the Listings Requirements of the JSE Limited. Accounting policies used are consistent with those applied in the previous annual financial statements and IFRS. These results have been reviewed by the company's auditor, PricewaterhouseCoopers Inc., whose unqualified report is available for inspection at the registered office of the company.
The preparation of the financial results was supervised by the financial director Steve Pacak, CA(SA). These results were made public on 29 November 2011.
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 July 2011 the group bought 68% of Markafoni, an online group shopping platform based in Turkey, for R575m (US$86m) in cash.
On behalf of the board
Ton Vosloo | Koos Bekker |
Chairman | Chief executive |
Cape Town
29 November 2011
Revenue | ||||
Six months ended | Year ended | |||
30 September | 31 March | |||
2011 | 2010 | 2011 | ||
Segmental | Reviewed | Reviewed | % | Audited |
Review | R'm | R'm | Change | R'm |
Pay television | 11 601 | 10 186 | 14 | 21 025 |
Internet | 8 285 | 5 514 | 50 | 12 092 |
- Tencent | 4 874 | 3 342 | 46 | 7 215 |
- Other | 3 411 | 2 172 | 57 | 4 877 |
5 376 | 5 126 | 5 | 10 758 | |
Technology | 540 | 599 | (10) | 1 228 |
Economic interest | 25 802 | 21 425 | 20 | 45 103 |
Corporate services | - | - | - | - |
Less: Associates | (7 320) | (5 592) | 31 | (12 018) |
Consolidated | 18 482 | 15 833 | 17 | 33 085 |
Ebitda | ||||
Six months ended | Year ended | |||
30 September | 31 March | |||
2011 | 2010 | 2011 | ||
Segmental | Reviewed | Reviewed | % | Audited |
Review | R'm | R'm | Change | R'm |
Pay television | 3 850 | 3 553 | 8 | 6 542 |
Internet | 2 232 | 1 981 | 13 | 3 945 |
- Tencent | 2 321 | 1 795 | 29 | 3 795 |
- Other | (89) | 186 | - | 150 |
431 | 522 | (17) | 1 194 | |
Technology | 3 | 118 | (97) | 188 |
Economic interest | 6 516 | 6 174 | 6 | 11 869 |
Corporate services | (94) | (115) | - | (239) |
Less: Associates | (2 629) | (2 087) | 26 | (4 481) |
Consolidated | 3 793 | 3 972 | (5) | 7 149 |
Trading profit | ||||
Six months ended | Year ended | |||
30 September | 31 March | |||
2011 | 2010 | 2011 | ||
Segmental | Reviewed | Reviewed | % | Audited |
Review | R'm | R'm | Change | R'm |
Pay television | 3 414 | 3 163 | 8 | 5 727 |
Internet | 1 901 | 1 781 | 7 | 3 493 |
- Tencent | 2 131 | 1 681 | 27 | 3 543 |
- Other | (230) | 100 | - | (50) |
247 | 357 | (31) | 872 | |
Technology | (26) | 79 | - | 128 |
Economic interest | 5 536 | 5 380 | 3 | 10 220 |
Corporate services | (94) | (115) | - | (240) |
Less: Associates | (2 363) | (1 925) | 23 | (4 142) |
Consolidated | 3 079 | 3 340 | (8) | 5 838 |
Note: Trading profit excludes amortisation of intangible assets (other than software) and other gains/losses, but includes the finance cost on transponder leases.
Six months ended | Year ended | ||
30 September | 31 March | ||
2011 | 2010 | 2011 | |
Reconciliation of Trading Profit | Reviewed | Reviewed | Audited |
to Operating Profit | R'm | R'm | R'm |
Trading profit | 3 079 | 3 340 | 5 838 |
Finance cost on transponder leases | 66 | 74 | 144 |
Amortisation of intangible assets | (470) | (541) | (1 045) |
Other gains/(losses) - net | (722) | (529) | (881) |
Operating profit | 1 953 | 2 344 | 4 056 |
Note: For a reconciliation of operating profit to profit before taxation, refer to the "Consolidated income statement".
Six months ended | Year ended | ||
30 September | 31 March | ||
2011 | 2010 | 2011 | |
Consolidated Income | Reviewed | Reviewed | Audited |
Statement | R'm | R'm | R'm |
Revenue | 18 482 | 15 833 | 33 085 |
Cost of providing services and sale of goods | (9 623) | (8 156) | (17 794) |
Selling, general and administration expenses | (6 184) | (4 804) | (10 354) |
Other gains/(losses) - net | (722) | (529) | (881) |
Operating profit | 1 953 | 2 344 | 4 056 |
Interest received | 200 | 211 | 401 |
Interest paid | (583) | (587) | (1 389) |
Other finance income/(costs) - net | 235 | (42) | (30) |
Share of equity-accounted results | 1 618 | 1 406 | 3 290 |
Impairment of equity-accounted investments | - | (120) | (23) |
Dilution (losses)/gains on equity-accounted investments | (89) | 1 532 | 1 461 |
(Losses)/gains on acquisitions and disposals | (62) | 55 | 42 |
Profit before taxation | 3 272 | 4 799 | 7 808 |
Taxation | (1 008) | (973) | (1 861) |
Profit for the period | 2 264 | 3 826 | 5 947 |
Attributable to: | |||
Equity holders of the group | 1 869 | 3 450 | 5 260 |
Non-controlling interest | 395 | 376 | 687 |
2 264 | 3 826 | 5 947 | |
Core headline earnings for the period (R'm) | 3 458 | 3 215 | 6 036 |
Core headline earnings per N ordinary share (cents) | 921 | 860 | 1 612 |
Fully diluted core headline earnings per N ordinary share (cents) | 884 | 830 | 1 550 |
Headline earnings for the period (R'm) | 2 597 | 2 369 | 4 213 |
Headline earnings per N ordinary share (cents) | 692 | 633 | 1 125 |
Fully diluted headline earnings per N ordinary share (cents) | 664 | 612 | 1 082 |
Earnings per N ordinary share (cents) | 498 | 921 | 1 405 |
Fully diluted earnings per N ordinary share (cents) | 478 | 889 | 1 351 |
Net number of shares issued ('000) | |||
- At period-end | 375 865 | 374 694 | 375 440 |
- Weighted average for the period | 375 440 | 374 308 | 374 501 |
- Fully diluted weighted average | 391 206 | 387 662 | 389 465 |
Six months ended | Year ended | ||
30 September | 31 March | ||
Condensed Consolidated | 2011 | 2010 | 2011 |
Statement of Comprehensive | Reviewed | Reviewed | Audited |
Income | R'm | R'm | R'm |
Profit for the period | 2 264 | 3 826 | 5 947 |
Total other comprehensive income, net of tax, for the period | 3 019 | (760) | 2 277 |
Translation of foreign operations | 2 040 | (932) | (461) |
Hedging reserve movements | 394 | 35 | 126 |
Share of associates' other comprehensive income and reserves | 763 | 138 | 2 622 |
Tax on other comprehensive income | (178) | (1) | (10) |
Total comprehensive income for the period | 5 283 | 3 066 | 8 224 |
Attributable to: | |||
Equity holders of the group | 4 768 | 2 720 | 7 543 |
Non-controlling interest | 515 | 346 | 681 |
5 283 | 3 066 | 8 224 |
Six months ended | Year ended | ||
30 September | 31 March | ||
Condensed Consolidated | 2011 | 2010 | 2011 |
Statement of Changes | Reviewed | Reviewed | Audited |
in Equity | R'm | R'm | R'm |
Balance at beginning of the period | 42 942 | 35 634 | 35 634 |
Changes in share capital and premium | |||
Movement in treasury shares | (163) | (49) | (335) |
Share capital and premium issued | 224 | 61 | 253 |
Changes in reserves | |||
Total comprehensive income for the period | 4 768 | 2 720 | 7 543 |
Movement in share-based compensation reserve | 203 | 259 | 508 |
Movement in existing control business combination reserve | 2 | 5 | (63) |
Direct retained earnings movements | - | (23) | (22) |
Dividends paid to Naspers shareholders | (1 013) | (885) | (882) |
Changes in non-controlling interest | |||
Total comprehensive income for the period | 515 | 346 | 681 |
Dividends paid to non-controlling shareholders | (1 281) | (600) | (665) |
Movement in non-controlling interest in reserves | 328 | 154 | 290 |
Balance at end of period | 46 525 | 37 622 | 42 942 |
Comprising: | |||
Share capital and premium | 14 445 | 14 479 | 14 384 |
Retained earnings | 22 035 | 19 366 | 21 179 |
Share-based compensation reserve | 2 631 | 1 922 | 2 300 |
Existing control business combination reserve | 26 | 151 | 25 |
Hedging reserve | (175) | (373) | (297) |
Valuation reserve | 4 893 | 1 844 | 4 256 |
Foreign currency translation reserve | 828 | (1 641) | (1 185) |
Non-controlling interest | 1 842 | 1 874 | 2 280 |
Total | 46 525 | 37 622 | 42 942 |
As at | As at | ||
30 September | 31 March | ||
Condensed Consolidated | 2011 | 2010 | 2011 |
Statement of | Reviewed | Reviewed | Audited |
Financial Position | R'm | R'm | R'm |
ASSETS | |||
Non-current assets | 59 842 | 48 989 | 53 610 |
Property, plant and equipment | 8 460 | 7 011 | 7 561 |
Goodwill | 18 606 | 17 222 | 17 278 |
Other intangible assets | 4 108 | 4 134 | 3 886 |
Investment in associates | 25 155 | 16 581 | 20 767 |
Other investments and loans | 2 587 | 3 269 | 3 301 |
Derivatives | 298 | - | - |
Deferred taxation | 628 | 772 | 817 |
Current assets | 18 638 | 15 145 | 16 245 |
Inventory | 1 194 | 829 | 731 |
Programme and film rights | 2 362 | 2 226 | 1 487 |
Trade receivables | 3 655 | 2 826 | 2 929 |
Other receivables and loans | 2 692 | 1 891 | 2 330 |
Derivatives | 111 | - | - |
Cash and cash equivalents | 7 902 | 7 361 | 8 731 |
17 916 | 15 133 | 16 208 | |
Assets classified as held-for-sale | 722 | 12 | 37 |
Total assets | 78 480 | 64 134 | 69 855 |
EQUITY AND LIABILITIES | |||
Share capital and reserves | 44 683 | 35 748 | 40 662 |
Non-controlling shareholders' interest | 1 842 | 1 874 | 2 280 |
Total equity | 46 525 | 37 622 | 42 942 |
Non-current liabilities | 17 467 | 14 493 | 14 951 |
Capitalised finance leases | 2 398 | 1 995 | 1 893 |
Liabilities - interest-bearing | 12 503 | 10 292 | 10 822 |
Liabilities - non-interest-bearing | 224 | 152 | 178 |
Post-retirement medical liability | 133 | 182 | 179 |
Derivatives | 956 | 789 | 714 |
Deferred taxation | 1 253 | 1 083 | 1 165 |
Current liabilities | 14 488 | 12 019 | 11 962 |
Current portion of long-term debt | 1 465 | 1 724 | 1 510 |
Trade payables | 2 964 | 2 278 | 1 915 |
Accrued expenses and other current liabilities | 7 979 | 5 865 | 6 608 |
Derivatives | 118 | 864 | 599 |
Bank overdrafts and call loans | 1 835 | 1 288 | 1 330 |
14 361 | 12 019 | 11 962 | |
Liabilities classified as held-for-sale | 127 | - | - |
Total equity and liabilities | 78 480 | 64 134 | 69 855 |
Net asset value per N ordinary share (cents) | 11 888 | 9 541 | 10 831 |
Six months ended | Year ended | ||
30 September | 31 March | ||
Condensed Consolidated | 2011 | 2010 | 2011 |
Statement of | Reviewed | Reviewed | Audited |
Cash Flows | R'm | R'm | R'm |
Cash flow from operating activities | 1 912 | 2 503 | 5 271 |
Cash flow utilised in investing activities | (501) | (4 172) | (5 778) |
Cash flow (utilised in)/generated from financing activities | (2 886) | 2 232 | 2 513 |
Net movement in cash and cash equivalents | (1 475) | 563 | 2 006 |
Foreign exchange translation adjustments | 222 | (316) | (431) |
Cash and cash equivalents at beginning of the period | 7 401 | 5 826 | 5 826 |
Cash and cash equivalents at end of the period | 6 148 | 6 073 | 7 401 |
Included in: | |||
- Cash and cash equivalents | 6 067 | 6 073 | 7 401 |
- Assets classified as held-for-sale | 81 | - | - |
6 148 | 6 073 | 7 401 |
Six months ended | Year ended | ||
30 September | 31 March | ||
2011 | 2010 | 2011 | |
Calculation of Headline | Reviewed | Reviewed | Audited |
and Core Headline Earnings | R'm | R'm | R'm |
Net profit attributable to shareholders | 1 869 | 3 450 | 5 260 |
Adjusted for: | |||
- insurance proceeds | (1) | (6) | (51) |
- impairment of property, plant and equipment and other assets | 4 | 2 | 25 |
- impairment of goodwill and intangible assets | 749 | 531 | 1 035 |
- profit on sale of property, plant and equipment and intangible assets | (26) | (57) | (407) |
- profit on sale of investments | (7) | (76) | (152) |
- step-up acquisition loss/(gain) | 35 | (14) | - |
- dilution losses/(gains) on equity-accounted investments | 89 | (1 532) | (1 461) |
- remeasurements included in equity-accounted earnings | - | (25) | (28) |
- impairment of equity-accounted investments | 12 | 120 | 23 |
2 724 | 2 393 | 4 244 | |
Total tax effects of adjustments | (131) | (25) | (27) |
Total adjustment for non-controlling interest | 4 | 1 | (4) |
Headline earnings | 2 597 | 2 369 | 4 213 |
Adjusted for: | |||
- treasury-settled share scheme charges | 271 | 217 | 488 |
- (recognition)/reversal of deferred tax assets | (24) | (7) | 13 |
- amortisation of intangible assets | 586 | 525 | 1 052 |
- fair value adjustments and currency translation differences | (25) | 77 | 18 |
- revolving credit facility - accelerated amortisation of costs | - | - | 128 |
- acquisition-related costs | 53 | 34 | 124 |
Core headline earnings | 3 458 | 3 215 | 6 036 |
Six months ended | Year ended | ||
30 September | 31 March | ||
2011 | 2010 | 2011 | |
Reviewed | Reviewed | Audited | |
Supplementary Information | R'm | R'm | R'm |
Depreciation of property, plant and equipment | 558 | 497 | 1 040 |
Amortisation | 560 | 602 | 1 172 |
- intangible assets | 470 | 541 | 1 045 |
- software | 90 | 61 | 127 |
Other gains/(losses) - net | (722) | (529) | (881) |
- profit/(loss) on sale of property, plant and equipment and intangible assets | 21 | 7 | 42 |
- impairment of goodwill and intangible assets | (742) | (531) | (1 035) |
- impairment of tangible assets | (4) | (2) | (33) |
- insurance proceeds | 1 | 6 | 51 |
- profit on lease settlement | 3 | 46 | 88 |
- fair value adjustment on shareholders' liability | (1) | (55) | 6 |
Interest received | 200 | 211 | 401 |
- loans and bank accounts | 169 | 165 | 308 |
- other | 31 | 46 | 93 |
Interest paid | (583) | (587) | (1 389) |
- loans and overdrafts | (390) | (436) | (883) |
- transponder leases | (66) | (74) | (144) |
- revolving credit facility costs - accelerated amortisation | - | - | (128) |
- other | (127) | (77) | (234) |
Other finance income/(cost) - net | 235 | (42) | (30) |
- net foreign exchange differences and fair value adjustments on derivatives | 5 | (155) | (247) |
- preference dividends received | 230 | 113 | 217 |
(Losses)/gains on acquisitions and disposals | (62) | 55 | 42 |
- profit on sale of investments | 7 | 4 | 34 |
- profit on partial disposal of investments | - | 72 | 72 |
- acquisition-related costs | (33) | (35) | (109) |
- other | (36) | 14 | 45 |
Goodwill | |||
- cost | 18 371 | 17 051 | 17 051 |
- accumulated impairment | (1 093) | (431) | (431) |
Opening balance | 17 278 | 16 620 | 16 620 |
- foreign currency translation effects | 1 101 | (510) | (510) |
- acquisitions | 966 | 1 428 | 1 885 |
- contingent consideration adjustment | - | - | (49) |
- disposals | (8) | - | - |
- transferred to assets held-for-sale | (360) | - | - |
- impairment | (371) | (316) | (668) |
Closing balance | 18 606 | 17 222 | 17 278 |
- cost | 20 077 | 17 966 | 18 371 |
- accumulated impairment | (1 471) | (744) | (1 093) |
Investments and loans | 27 742 | 19 850 | 24 068 |
- listed investments | 21 245 | 5 710 | 16 874 |
- unlisted investments | 6 497 | 14 140 | 7 194 |
Commitments | 20 024 | 16 989 | 16 997 |
- capital expenditure | 644 | 468 | 401 |
- programme and film rights | 8 839 | 8 041 | 7 744 |
- network and other service commitments | 1 269 | 516 | 700 |
- transponder leases | 8 216 | 7 045 | 6 787 |
- operating lease commitments | 755 | 679 | 896 |
- set-top box commitments | 301 | 240 | 469 |
Share of equity-accounted results | 1 618 | 1 406 | 3 290 |
- dilution gains | - | - | (39) |
- FCTR release | - | - | (29) |
- sale of assets | (4) | (25) | - |
- impairment of investments and other assets | 18 | - | 24 |
- gains on acquisitions and disposals | - | - | (262) |
Contribution to headline earnings | 1 632 | 1 381 | 2 984 |
- amortisation of intangible assets | 261 | 169 | 355 |
- treasury-settled share scheme charges | 183 | 91 | 227 |
- business combination costs | 20 | - | 15 |
- fair value adjustments | 36 | - | - |
- reversal/(recognition) of deferred taxation | 19 | (10) | 13 |
Contribution to core headline earnings | 2 151 | 1 631 | 3 594 |
Tencent | 1 973 | 1 486 | 3 164 |
Mail.ru | 178 | 95 | 152 |
Abril | 18 | 28 | 250 |
Other | (18) | 22 | 28 |
Business combinations
In July 2011 the group acquired a 68,2% interest in Vipindirim Electronic Services plc (Markafoni), a Turkish e-commerce group. The fair value of the total purchase consideration was R575m (US$86m) in cash. The provisional purchase price allocation (PPA): PP&E R18m; intangible assets R378m; cash R48m; trade and other receivables R23m; trade and other payables R116m; deferred tax liability R69m and the balance to goodwill. The goodwill recognised reflects the company's leading market presence in Turkey, and is not expected to be deductible for income tax purposes. A non-controlling interest of R99m was recognised at the acquisition date. This was measured using the proportionate share of the identifiable net assets.
In April 2011 the group acquired a 70% interest in 7 Pixel srl (7 Pixel), in Italy, an online shopping and price comparison company. The fair value of the total purchase consideration was R223m (US$34m) in cash. The provisional purchase price allocation (PPA): PP&E R22m; intangible assets R32m; cash R12m; trade and other receivables R24m; trade and other payables R17m; deferred tax liability R8m and the balance to goodwill. The main factor contributing to the goodwill recognised is the company's leading market presence, and is not expected to be deductible for income tax purposes. A non-controlling interest of R13m was recognised at the acquisition date. This was measured using the proportionate share of the identifiable net assets.
In July 2011 the group acquired a 100% interest in Slando Limited, an online classifieds company in the Ukraine. The fair value of the total purchase consideration was R195m (US$29m) in cash. The provisional purchase price allocation (PPA): intangible assets R21m; cash R2m; trade and other receivables R3m; trade and other payables R2m; deferred tax liability R5m and the balance to goodwill. The main factor contributing to the goodwill recognised is the company's leading market presence in the Ukraine, and is not expected to be deductible for income tax purposes.
The group made smaller acquisitions for a combined cost of R108m. Total acquisition-related costs of R33m were recorded in "(Losses)/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 2011, it would not have had a significant effect on the group's consolidated revenue and net results.
Directors
T Vosloo (chairman)
J P Bekker (chief executive)
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) | 13th floor, Rennie House |
19 Ameshoff Street | |
Braamfontein 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 more details about Naspers and investor enquiries regarding the results, visit the Naspers website at www.naspers.com