Improving everyday life for billions of people through AI-first technology

NASPERS

1989

Integrated annual report

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

MANAGEMENT REPORT

2 Management overview

3 Group overview

5 An AI-first world
6 Ecosystems
7 Latin America
8 India
9 Europe
10 South Africa
12 Snapshot FY25
13 Chair's review
14 Our board and management
16 Chief executive's review
18 Chief financial officer's review

21 Strategy and value creation

22 Our strategy, business model and value chain
23 How we create value - our business model
25 The world in which we operate

27 Performance review

28 Food Delivery
31 Classifieds
33 Payments and Fintech
35 Etail - eMAG
38 Etail - Takealot
40 Edtech
41 Other Ecommerce: Ventures
43 Tencent
44 Media24

45 Corporate governance and risk management

46 Governance
47 Overview of governance
54 Committee reports
59 Remuneration report
82 Risk management
85 Tax

90 Sustainability statements

91 General information

93 Engaging with our stakeholders
95 Double-materiality process and outcomes

97 Environment

98 Climate change
103 Pollution - zero-emission deliveries
104 Circular economy and resource use

106 Social

107 Own workforce
114 Workers in the value chain
117 Affected communities
119 Consumers and end-users

126 Governance

127 Business conduct and integrity
130 Responsible investing - entity specific

132 Summary of financial information

133 Chief executive and chief financial officer responsibility statement
133 Statement of responsibility by the board of directors
134 Extract of consolidated financial statements
136 Segmental analysis - reconciliation to the consolidated income statement
137 Independent auditor's assurance report
138 Financial alternative performance measures

143 Other information

144 Administration and corporate information
144 Analysis of shareholders and shareholders' diary
146 About this report

148 Sustainability statements appendix

148 Material impacts, risks and opportunities
150 Policy information
152 Information on corporate suppliers
152 ESRS disclosure requirements reference tables
158 Datapoints derived from other EU legislation
162 Supplementary environmental data
162 Packaging waste classification and recovery
163 Glossary
171 Forward-looking statements

From 2024, the EU's Corporate Sustainability Reporting Directive (CSRD) requires extensive sustainability disclosures, guided by the European Sustainability Reporting Standards (ESRS).

We developed our sustainability statements in 2024 and, in 2025, prepared them with reference to the ESRS in our first year of CSRD compliance. Our goal is to integrate this into the integrated annual report to provide a more comprehensive view of our performance and future plans to a broader audience.

Recognising the thorough nature of CSRD's sustainability reporting requirements, we have adopted the same approach for Naspers.

Definitions

Terms used in the integrated annual report shall bear the meanings ascribed to them in the glossary unless the context clearly states otherwise. The glossary is included on pages 163 to 171.

All references in this document to Prosus refers to Prosus (and together with its subsidiaries, the Prosus group) which is majority owned by Naspers.

Alternative performance measures

In presenting and discussing our performance we use certain alternative performance measures not defined by IFRS, referred to as non-IFRS financial measures, alternative performance measures or APMs. Such measures include trading profit, adjusted EBITDA, headline warnings, core headline warnings, and growth in local currency, excluding acquisitions and disposals. Segment reviews in this report are prepared showing revenue on an economic-interest basis (which includes consolidated subsidiaries and a proportionate share of associated companies and joint ventures), unless otherwise stated.

Numbers included in brackets represent the equivalent measure on the basis of growth in local currency, excluding acquisitions and disposals. For a further explanation of the use of APMs, refer to 'About this report' in the governance section.

Navigation icons

For more information in this report
For more information available online

NASPERS

Management overview

Sustainability statements

Financial information

Other information

Management overview

We are entrepreneurial. We are accountable for our decisions, resilient in the face of challenges and learn from our mistakes, to achieve meaningful impact.

Entrepreneurship – The Prosus Way

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Group overview

Naspers is building a leading lifestyle ecommerce company in Latin America, India, Europe and South Africa

We have a long history of investing and building businesses, then highlighting value. It is in our DNA to look for new opportunities, see the potential others are not seeing and then to do the hard work of building businesses to scale and profitability.

We have done so in our Ecommerce portfolio (Food Delivery, Classifieds, Payments and Fintech, Etail and Edtech), which recorded US$430m in adjusted earnings before interest and taxes (aEBIT) in FY25, more than 100% above the prior year. Our strong balance sheet and liquidity remain key advantages in the current climate, underpinned by our disciplined approach to investing and commitment to maintain our investment-grade rating.

Our strategy as a group

Our strategy is to create value by building a high-quality ecosystem of complementary businesses (page 6) to become a leading lifestyle ecommerce group globally, founded on excellent ecosystems in Latin America, India, Europe and South Africa.

As a group, we build AI-first businesses that delight their customers and help their communities thrive. We empower our teams to develop their skills and build meaningful careers. We create long-term value for our shareholders and our many other stakeholders.

The Prosus Way

Naspers is deeply aligned with The Prosus Way, which embodies innovation, entrepreneurship, people, results and impact – all of which are at the heart of our strategy to build a leading lifestyle ecommerce company in Latin America, India, Europe and South Africa.

Our commitment to discovering untapped potential and scaling businesses echoes our emphasis on innovation: we act swiftly, test fearlessly, and adapt iteratively to achieve growth and disrupt traditional models. By empowering our teams to think ambitiously in alignment with our entrepreneurial mindset, we cultivate an environment where people can explore bold ideas while staying disciplined in execution through informed prioritisation. These principles allow us to

deliver results – as reflected in the significant growth in aEBIT across our Ecommerce portfolio.

Furthermore, our dedication to people shines through in the autonomy and development opportunities we provide, fuelling their passion to craft exceptional customer experiences.

Finally, by supporting communities, building ecosystems, and aiding skills development in technology and business, we create a broad and lasting impact, not just for shareholders but for all stakeholders. Through this synergistic alignment, The Prosus Way strengthens our ability to build profitable businesses while simultaneously driving our mission to shape a thriving global lifestyle ecommerce landscape.

Innovation	Entrepreneurship	People	Results	Impact
We value speed and agility, and we go ahead with 60–80% of the plan, using jet-skis to test and rethink and scale when the evidence shows potential. There’s no end to our appetite to iterate and find new ways to disrupt.	We dream big: The sky isn’t the limit. We empower our people to explore the unknown, disrupt, test ideas and learn from failures. We’re pragmatic, we face brutal facts and make tough calls to prioritise, using an 80/20 mindset.	Our people are our competitive advantage. We set clear goals, offer autonomy, encourage open feedback and support healthy conflict. We believe different perspectives create better outcomes and fuels disruption.	We focus on outcomes, not the process. We continuously raise our bar to achieve our big dream. We hold ourselves accountable and aim for exceptional outcomes in every aspect of our work.	We work to create a better future. We see learning as the key to unlocking opportunities. By helping others build skills in technology and business, we empower them to grow and succeed in the long term.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Group overview

Growth opportunities

FY25 was an active period in our investment portfolio. We invested US$836m to enhance our ecosystems' growth, profitability and value creation outlook. We manage our balance sheet prudently and can navigate current volatility from a position of financial strength.
We have an opportunity to grow our ecosystems profitably and demonstrate their value, while exploring and investing in new areas that either strengthen our existing ecosystems or provide complementary areas for sustainable growth. We demonstrated this approach in May 2025 with the US$1.7bn acquisition of Despegar, Latin America's leading online travel agency. The transaction introduces a significant and compelling addition to our Latin America ecosystem: post-transaction, this will expand to serve over 100 million customers across local ecommerce, travel and fintech sectors.
In February 2025, we announced we had reached agreement to acquire Just Eat Takeaway.com for €4.1bn (US$4.6bn), our largest investment to date. This gives Prosus a unique opportunity to create an AI-first European tech champion. The conditional acquisition of Just Eat Takeaway.com extends our regional presence to Europe, and facilitates the deployment of our proven AI capabilities to capitalise on identified growth opportunities.
Our ecommerce businesses have potential for growth. They offer opportunities for an enhanced range of internet transactions and services in our markets, as well as possible expansions into new markets.
We believe demand for our products and services will be driven by several trends, including:
[A1]
Disruptive technologies such as GenAI create unique and generation-defining opportunities
[B2]
Continued growth in mobile and high-speed internet penetration
[C1]
Rising gross domestic product (GDP)
[D2]
Population growth in the younger demographics and middle class

For details on our risk to growth opportunities, refer to page 82.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

An AI-first world

Artificial intelligence (AI) plays a crucial role in marketplace operations, enhancing user experiences and optimising efficiency.

In this rapidly evolving landscape, AI adoption is no longer optional. Companies leveraging AI are accelerating their relevance to consumers, enhancing personalisation, and driving unprecedented growth. At Naspers, we are committed to leading this AI-driven transformation. Through the Prosus Ventures team, the group invests in new technology growth opportunities within AI that support the group's existing ecosystem or potential new growth opportunities. Examples of these systems include:

corti
Zapia
ALTERA
Taktile

The Naspers AI strategy has clear pillars:

Amplify work
Everyone in Naspers to work more productively using AI
Innovate faster
Every group company to become best-in-class in AI and innovation
Invest in AI-first
Build a portfolio of investments that accelerate radical innovation
Build ecosystem
Leverage data, knowledge insights, AI, customers to accelerate whole Naspers ecosystems.

Our AI-first approach, available across our platforms, also offers significant benefits for companies within our ecosystems through expanded services, optimal operations that are also safer, and faster innovation to underpin sustainable growth and unique data scale to deploy AI. AI is already making our marketplace operations significantly more efficient.

Naspers is rapidly developing and deploying AI across its ecosystems to support business growth, innovate and improve our competitive ability. Some examples of AI applications in our operations include:

Personalised recommendations

We use AI to analyse user behaviour and recommend products tailored to individual preferences.

Search engine optimisation

AI ensures better search functionality by predicting user intent, understanding natural language, and providing relevant results quickly.

Fraud detection

AI is used to detect and prevent fraudulent activities by analysing transaction patterns and flagging suspicious behaviour.

Customer support

AI controls and virtual assistants automate customer interactions, resolve issues, and ensure 24/7 support.

Delivery and predictive logistics

AI is used to optimise delivery routes, predict demand, and ensure efficient logistics management.

Inventory management

AI helps businesses predict stock requirements, reducing overstock or shortages.

Ad targeting and optimization

AI is used to provide targeted ads based on user preferences, location and online behaviour.

Predictive analytics

AI analyses data to forecast market trends, enabling our businesses to make informed decisions regarding inventory or marketing efforts.

AI has become an indispensable tool for our platforms, driving innovation and enabling seamless user experiences.

Proven AI applications from across the Naspers ecosystem, focusing our better serving our customers in an AI-first world:

Logistics	Trust and safety	Marketing and growth	Customer support	Fraud prevention
• 30 million orders delivered using 25 million AI-generated ‘most efficient’ routes per month
• Cost to deliver down 16%.	• Daily, AI moderates 95% of 2 million listings, processes over 7 million images, at human-level accuracy
• GenAI reduced cost for detecting bad content by additional 15%.	• Global AI lab
• 30% reduction in reacquisition costs
• 19% in monthly savings
• 800 models delivering services.	• Support automated for customers (56%), drivers (74%) and partners (14%)
• Support costs down 40%
• Customer satisfaction up 5 percentage points.	• AI responsible for 60% of all payment decisions
• 0.1% charge-backs and 97% approval rate
• Saving 4% in abusive vouchers, and 5% in abusive refunds monthly.

Refer to pages 149 and 150 in our sustainability statements for more details on our AI approach and governance.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Ecosystems

We are building a leading lifestyle ecommerce company in Latin America, Europe, India and South Africa.

Trends

Ecosystems that are best positioned to thrive in marketplaces are those that seamlessly integrate diverse networks, prioritise user-centric experiences, and foster trust among users. These ecosystems typically leverage technology to create scalable models, enabling sellers and buyers to interact efficiently while reducing friction in transactions. Strong marketplaces often feature a robust infrastructure for logistics, payments, and communication, ensuring convenience and reliability. Additionally, they thrive on a network effect – attracting more participants strengthens the ecosystem, leading to higher value for all stakeholders. Clear governance, data transparency, and a commitment to innovation further solidify their position, ensuring adaptability in an ever-changing competitive landscape.

Big tech companies like Tencent, Google, Meta and Microsoft act as ecosystems, offering various connected services through apps. These ecosystems use advanced technology to make the most of the huge amounts of data their services collect. AI plays a key role by speeding up and scaling how data is processed and tailored for each customer, doing this billions of times for billions of users.

How we create through ecosystems

CREEATE THROUGH ECOSYSTEM.
User engagement and loyalty
Data for AI
Growth loop
Cost optimisation

Naspers is uniquely positioned to capture opportunities within ecosystems related to its group due to several key factors:

1. Portfolio of leading companies

Naspers has a diverse and extensive portfolio of market-leading companies across key industries such as ecommerce, food delivery, fintech and classifieds. These companies operate at the forefront of technological innovation, providing Naspers with insights into emerging trends and opportunities.

2. Global presence

Naspers is active in over 100 countries with a strong footprint in growth markets like India, Latin America, Central/Eastern Europe and South Africa. This broad geographical presence allows it to capitalize on opportunities in high-growth regions and adopt global trends to local markets.

3. Synergistic ecosystem

With its companies spanning multiple sectors, Naspers benefits from synergies created between them.

For example:

Cross-sector collaboration: Food-delivery platforms can align with enjoyment solutions, creating a seamless experience for customers
Data-driven insights: Shared access to data gives better market prediction and enhanced cross-promotion opportunities.

4. Investment and innovation expertise

Proxus is backed by Naspers, one of the largest technology investors globally. This legacy gives it a wealth of experience in identifying, funding and growing innovative technology-driven companies. Its strong balance sheet allows continuous reinvestment to develop ecosystems.

5. Scaling technology platforms

Naspers' focus on technology-driven platforms ensures scalability. Its companies are designed to serve millions of customers and integrate with complementary services, creating robust ecosystems with reduced barriers for customers and businesses.

6. Deep understanding of local trends

Naspers actively partners with local entrepreneurs, combining global best practices with local market knowledge. This localised approach builds trust, relevance and strong community integrations.

7. Strategic vision and leadership

Naspers has demonstrated a long-term strategic approach to building ecosystems. Leadership ensures that investments and acquisitions align with long-term goals of creating interconnected systems across industries.

By creating an ecosystem, we harness the full potential of mutual reinforcement between our marketplace activities (food, classifieds, online retail or etail) and fintech capabilities (payment systems, consumer credit and others). The whole becomes much greater than the sum of its parts when coupled with Naspers expertise and AI investments, and strengthened by the groupwide culture of sharing knowledge.

In summary, Naspers' blend of global expertise, deep market penetration, a diverse ecosystem of companies, and focus on innovation uniquely position it to identify and capitalise on opportunities in its group's ecosystems. This approach not only delivers value internally but also creates a competitive edge in the global markets it serves.

We have extended our ecosystems to 'experiences' – travel and more. For example, iFood customers in Brazil who are already using our platform for food delivery and quick commerce (groceries, pharmaceuticals, etc) can now complete their travel bookings on the same platform via Despegar and shop online for holiday clothing via OLX Brasil.

For Naspers, by augmenting our ecosystems and utilising data enhanced by AI, we can personalise our products and services to attract more customers while lowering their acquisition cost and improving retention.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Latin America

Driving ecommerce leadership in Latin America, building a powerful regional ecosystem.

Naspers is building leading ecommerce platforms across Latin America, reaching 100 million customers and achieving more than US$25bn in GMV. Our focus on creating a dynamic and interconnected ecosystem reinforces our commitment to long-term growth in the region.

As part of our ecosystem initiative, we are proud to announce the acquisition of Despegar, Latin America's leading online travel agency, for an equity value of US$1.7bn. This strategic move unlocks significant synergies between Despegar and iFood, enabling enhanced customer retention and growth for Despegar through a strengthened ecosystem.

Our operations in Latin America are currently anchored in Brazil, driven by the innovative performance and management model of iFood. Brazil, home to one-third of Latin America's population and boasting a burgeoning middle class comprising half of its 210 million citizens, presents an unparalleled opportunity for growth. For Naspers, rising GDP per capita and robust economic development translate into a large and growing consumer base eager for the convenience of online services.

In recent years, iFood has expanded beyond food delivery, offering additional convenience to its 60 million customers through groceries, pharmaceuticals, digital payments via iFood Pago, and credit services for merchants. Its continued growth reflects a commitment to enhancing the customer experience. Complementing iFood's ecosystem, Naspers offers a diverse range of online services. Through our joint venture, OLX Brasil, we provide ecommerce solutions to 50 million customers. Additionally, we've broadened our reach by incorporating online event ticketing via Sympla, with 3 million customers, and online travel with Despegar, which serves 5 million customers.

By harnessing the inherent synergies of this integrated ecosystem, we aim to deliver a superior customer experience, boost app engagement, and develop a lifestyle platform powered by AI. Aligned with our vision of establishing powerful regional ecosystems, we will unite our technical expertise into a cohesive and unified platform designed to benefit all participants. Together, we are transforming the Latin American digital landscape into a thriving ecosystem of innovation and convenience.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

India

Empowering India's digital future: driving growth innovation, and impact to build a thriving ecosystem.

India is fast emerging as a global hub of digital innovation, spurred by transformative initiatives and strong growth potential. At the heart of this flourishing ecosystem are Naspers' strategic investments and partnerships, which focus on unlocking value across key sectors. Notable initiatives include acquiring a controlling stake in Mindgate (US$68m for a 70% share) to bolster unified payments interface (UPI), a smartphone application which allows users to transfer money between bank accounts, as well as significant investments in Mintifi (merchant lending), Bluestone (online jewellery), and Rapido (ride-hailing).

Fuelling India's growth engine

India's immense potential is underpinned by several compelling metrics:

Economic expansion: India is poised to remain the fastest-growing major economy, with annual growth exceeding 6%
Rising consumption: Increasing GDP per capita promises to unlock substantial growth in consumer spending
Thriving start-up environment: Supported by strong macroeconomic fundamentals and a deep talent pool, India's start-up ecosystem continues to flourish
Progressive regulation: Forward-thinking policies are laying the groundwork for India's burgeoning tech landscape. In under a decade, the transformative policies of 'Digital India' have propelled the country to stand among the world's top three digitalised nations. This visionary initiative has brought millions of citizens online, fostering an unprecedented wave of technological adoption and usage at scale. The outcome is a digitally savvy population, eager to embrace innovation - creating exciting opportunities for Naspers' portfolio companies to deliver impactful tech solutions. Since 2015, Naspers has actively nurtured a diverse and thriving portfolio in India. We have deployed US$8.6bn across more than 30 companies (spanning both minority and full ownership investments), focusing on commerce/ marketplaces, fintech and AI/software sectors. These investments have yielded robust returns and built a strong pipeline of IPO-ready businesses.

Importantly, key companies in our India portfolio include multiple winners across large categories


One of the leading food-delivery and quick commerce platform	Leading horizontal marketplace	Leading payment solutions provider	Largest at-home services platform	Leading ride-hailing platform
Valuation: US$21bn
Prosus share: around US$8bn

Uniquely positioned to shape India's digital journey

At Naspers, we believe our strengths position us to continue driving meaningful impact in India's digital transformation:

A flexible multistage approach backed by patient, long-term capital
A strong brand and proven track record of success in key markets
The combined expertise of an operator and investor, ensuring deep engagement and value creation
Ecosystem synergies within India, including cutting-edge AI support to enhance our portfolio companies
A global tech perspective, leveraging best practices, knowledge-sharing, and global connections to accelerate transformative projects.

With our strategic vision and unwavering commitment, we are proud to empower India's digital future - driving impactful innovation, economic growth, and prosperity for all.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

三

Europe

Europe's pivotal moment: a revolution in AI-powered tech champions.

Transforming the European tech landscape

Europe finds itself at a critical juncture, poised to create a new wave of AI-driven technology leaders. The acquisition of Just Eat Takeaway.com, valued at €4.1bn (US$4.6bn equity), presents a unique opportunity to lead this transformation. While the transaction is yet to close, its impact on Naspers and the broader European ecosystem is expected to be profound. Currently, Naspers operates distinct businesses across Europe, including OLX, eMAG and iyzico. However, Just Eat Takeaway.com's reach across multiple large European markets – particularly in Western Europe – offers an unparalleled opportunity to develop a cohesive transaction platform and unify services under a single, powerful ecosystem.

AI initiatives unveiled by Europe

The European Union recently launched the InvestAI initiative, which aims to mobilise €200bn in AI investments to solidify Europe's position as a global AI leader. This bold move aligns AI advancements with growth and societal good. Strengthening this vision, France has committed an additional €109bn to infrastructure projects, ensuring its leadership in AI innovation. Europe stands out with its exceptional tech talent, pioneering research and vibrant start-up scene – all vital assets for building leading-edge technology companies. However, it continues to fall behind the US and China in terms of producing mega-scale, breakthrough companies. For example, the top seven tech players in the US are 13 times larger than their European counterparts. Historically, Europe's aspirations for big-tech dominance have remained a dream, but recent AI summit announcements suggest a shift in priorities and a collective call to action.

Top companies by market cap per region (US$'bn)¹

Top companies by market cap per region (US$'bn)¹
Source: Bloomberg.

¹ Transaction not yet closed.

A blueprint for Europe's first trillion-dollar company

Through global investment experience, Naspers has witnessed how tech giants in the US and Asia – like Tencent in China, Mercado Libre in Latin America and Uber in the US – built compounding ecosystems. These interconnected systems leverage success in one area to drive innovation and growth across other businesses, creating networks of complementary services that are virtually unstoppable. This strategy is what transforms companies from sizable players into trillion-dollar enterprises, a path European firms and governments have yet to fully embrace.

Naspers takes the lead

At Naspers, we are dedicated to supporting Europe's tech ambitions, which align harmoniously with the European Commission president's statement: 'We want AI to be a force for good and for growth'. To drive Europe toward its tech goals, we've outlined significant commitments:

Leading the transformation: We are creating a +US$100bn ecosystem group in Europe to act as a catalyst for innovation and scale
Investing in growth: We see immense potential in European tech and are prepared to invest billions. The acquisition of Just Eat Takeaway.com underscores our seriousness about substantial European investment, connecting high-frequency platforms like Just Eat Takeaway.com with low-frequency businesses such as eMAG and OLX to generate synergies
Global AI leadership: We are establishing a state-of-the-art AI lab in Amsterdam to fuel innovation and lead advancements in artificial intelligence
Ecosystem support: Beyond investing, we are committed to nurturing the European tech ecosystem and actively contributing to its development.

Building the future Europe deserves

Europe is well positioned with all the ingredients necessary to emerge as a global tech powerhouse – exceptional talent, foundational research and a burgeoning start-up ecosystem. With these advantages, we believe the time is now to accelerate Europe's journey to becoming a leader in technology. At Naspers, we are wholeheartedly committed to building the future Europe envisions. Together, let's pave the way to a brighter, tech-driven future.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

South Africa

Empowering South Africa's digital future: innovating with purpose, building trust, and driving inclusive growth.

In FY25 we remained focused on contributing to an improved South Africa.

Our ambition is to build value by creating a high-quality ecosystem of complementary businesses, which deliver exceptional products and services to our customers. We are supporting government's priorities of inclusive economic growth and creating a more equitable society.

As a global technology and ecommerce business, AI is essential for us. Naspers is embarking on a journey to ensure that we are an AI-first company, with innovation underpinning all facets of our business to enhance operations and customer experience, empower people and enrich communities while improving the daily lives of billions of people.

As operators within growth markets, we're committed to fostering ethically responsible frameworks that prioritise fairness, transparency, and cultural contextuality.

Leading platforms in South Africa such as Takealot are investing in AI to gain better understanding of their customers, identify trends, personalise marketing campaigns and automate customer experiences. These actions help to build trust with consumers, which lies at the heart of digital adoption as it builds a foundation of security, reliability and confidence.

Through Naspers Labs, we are building global competitiveness through digital skills training programmes and doubling South Africa's STEM graduates.

Facilitating a more co-ordinated approach to fully harness the potential of digital skills across the nation and enhance the alignment between public and private training programmes.

Digital skills training programmes like Naspers Labs and WeCode24 and others are vital for building a pipeline of digital skills and can play a role in this co-ordination.

What we require from the country is investment in infrastructure to leverage technology advancements and AI's full potential. Furthermore, we need South Africa to fastrack public-private partnerships to expand high-speed and world-class internet and digital infrastructure across South Africa through the deployment of fibre-optic networks and 5G technology. Continuing the advancement of energy reliability (by strengthening the current grid and investing in renewable energy) and the performance of roads and port infrastructure to ensure efficient data and payments processing, supply chains and last-mile delivery is key. As an active participant in this sector, we understand the complexities that exist. The sector is a key driver for economic development and job creation, in a country hampered by persistently high unemployment rates.

Government of National Unity (GNU)

South Africa successfully formed the GNU in a record period in May 2024. There has been significant headway in SOE reforms which is expected to have a positive impact on the country's energy and logistics. In January 2025 the power utility, Eskom, announced that it had kept loadshedding at bay for more than 300 days this year due to a sustained improvement in the performance of power stations. Opening freight rail access to third parties will be accelerated to reduce inefficiency and costs, helping firms offer lower prices and boosting economic growth.

G20 summit and B20 summit

South Africa's hosting of the G20 Summit Presidency marks a significant milestone for the country. This is the first time the summit is hosted in SA. As the last developing nation to host the G20, South Africa as the host nation is focused on a developmental agenda of Solidarity, Equality and Sustainability.

Naspers is supporting both the G20 as well as the B20. On the B20 we are chairing the Digital Transformation Taskforce (DTTF). The taskforce is made up of the largest global technology organisations. The draft policies of the DTTF will be submitted in June 2025. The DTTF policies are focused on developing recommendations on connectivity, skills development, digital public infrastructure and AI governance which are bold, actionable, and globally relevant.

Digital Horizon report

Naspers and the Mapungubwe Institute for Strategic Reflection (MISTRA) launched a research report exploring the untapped potential of South Africa's digital platform economy and its projected contribution to GDP.

The digital platform sector has the potential to inject R91.4bn to South Africa's economy by 2035. In order to fully realise this potential and stimulate growth, South Africa must prioritise accelerating digitalisation of the economy through collective action between business, government, civil society and other digital platform ecosystem players.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

South Africa continued

WEF and our commitment to advancing progress in SA

Naspers and its South African businesses support the country's growth and markets. Our ecommerce businesses, Takealot, Mr. D, Property24 and AutoTrader represent the future digital economy, that is transforming how we live, consume and interact with each other. These ecommerce platforms create thousands of low-barrier entry jobs in warehouses and delivery processes while also providing thousands of businesses, big and small, to find new markets. At Davos, we brought this message home through the report that we published on 'livelihoods in a digital world'. How platform-enabled work is enabling flexibility, autonomy while presenting a bridge between formal and informal livelihoods.

Naspers and its South African businesses support the country's socioeconomic transformation goals through investment in skills, enterprise, supplier and socioeconomic development.

Our contributions include the development and implementation of programmes such as the Takealot Township Economy Initiative and Naspers Labs.

Our Naspers Labs programme provides the critical and in-demand skills necessary in today's digital age. Of the 7 191 young people we have provided digital skills training to since FY22, 6 241 have been placed in roles in the ICT sector as professionals in fields such as AI, cybersecurity, software development and data analytics.

Through the Naspers Labs programme, we have invested more than R270m in the upskilling and training of unemployed youth and supporting microenterprises since 2022.

Takealot group announced plans to recruit 1 000 last-mile delivery drivers in Mpumalanga, and scale that around the country as part of the programme in collaboration with the provincial government. SMEs are the backbone of the economy and play a critical role in accelerating economic growth.

To maximise the benefits of the digital economy, South Africa must adopt policy that drives digital transformation at a local level.

While current regulation aims to protect consumers it lags behind digital advancements globally and tends to hinder innovation. A balance between oversight and growth is essential.

The South African government, notably through the Department of Communications and Digital Technologies (DCDT), has launched several key initiatives to speed up the growth of the digital economy.

We are here at a moment in history where technology is reshaping every facet of our lives. AI is no longer just a story about algorithms or data, instead AI has become one of the most immediate, practical forces shaping our world today. Yet, the impact of AI isn't automatic. This technology, like any other, needs purpose. It needs vision. At Naspers, we are committed to aligning AI with values that matter.

That's why we've invested not only in technology but in purpose-driven technology, across the 100 markets we operate in, servicing our more than 2 billion consumers globally.

NEET - Not in Education, Employment or Training.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Snapshot FY25

Path to profitability

Ecommerce profitability up over 10x on FY24
M&A invests over US$7bn in value through combined acquisitions of Despegar and Just Eat Takeaway.com (the latter subject to fulfilling conditions precedent)
iFood delivered over 120 million orders in March 2025

The Prosus Way

Redefining the way we work as focused teams in a focused group:
Entrepreneurship
Results
Innovation
People
Impact

Capitalising on ecosystem synergies

Ecosystem initiatives unlocking synergies that enhance our collective strength
Sharing product and technology best practices across the globe
Clear strategy for sustainable growth
Best practices between portfolio companies across the globe

Rapidly expanding our AI impact

+20 000 colleagues are using Toqan, the Prosus AI Assistant daily – averaging an 11% productivity gain
Deployed GenAI across a wide range of use cases. iFood has deployed a GenAI-powered assistant to further support the work of customer service teams, increasing customer satisfaction. OLX Magic creates a new buying experience based on a conversational interface

Creating value from our share-repurchase programme: US$35bn

The share buyback programme continues to result in the group increasing net asset value (NAV) per share with an 11% increase per share
Ongoing programme
Reduced free float cumulatively by over 27% since initiation in June 2022

Total taxes paid US$1.1bn

Direct taxes levied: US$682m and indirect taxes collected: US$456m
Naspers’ approach to tax is to pay taxes in the countries where we operate

Some 100% increase in Prosus dividend to free-float shareholders

The board recommends that holders of ordinary shares N receive a distribution of 20 euro cents (FY24:10 euro cents)
Holders of ordinary shares B and ordinary shares A1 will receive an amount per share equal to their economic entitlement as set out in the articles of association

Strong, experienced, focused management team

Fabricio Bloisi appointed chief executive in July 2024
Stretched corporate targets have to be met for executive team incentives to be paid

The data privacy team is a diverse team of 32 people of whom 26 individuals hold a privacy certification from IAPP

Naspers is a foundational supporter of the new AI governance professional certification
17 internal audits with data privacy components were conducted

Group revenue (US$’m)

Group aEBIT (US$’m)

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Chair's review

Creating value amid turbulence

It's rather hard to judge the long-term effects of changes while they are still occurring. However, since they may upend all one does, we have no choice but to try.

At present two impacts dominate:

Globalisation: Some 100 000 years ago modern Homo dispersed from Africa. Over the past half millennium the various branches of the diaspora rediscovered one another and started re-integrating. The process evidenced many bumps and injustices, but proceeded apace, accelerating in the quarter century since 1990.

However, in recent years this re-integration suffered headwinds. Whether such new balkanisation represents a fundamental reversal or a mere speed bump on the road to eventual re-integration, remains to be seen. Whipping up of nationalism certainly raises the risk of a major war.

AI: Tech innovation comes in small and big packages. The phenomenon we loosely call AI seems to be a massive breakthrough, comparable to the invention of the steam engine. If correct, that will transform the entire economy.

We will try to navigate these two massive impacts – and many other, smaller asteroids – as best we can.

Luckily, our ecosystems really improve lives in many countries of the world. We bring the benefits of a digital world to people in some core segments – food delivery, selling used and new goods, payments and a few more.

Creating value for shareholders

We addressed some structural complexities by removing the cross-holding structure between Naspers and Prosus shares.

Our open-ended share-repurchase programme was designed to unlock value for shareholders by increasing net asset value (NAV) per share over time. Since initiation in June 2022, we funded the process from the sale of 5% of Tencent's shares, reducing our stake to 23.5%. By year-end, the programme had reduced the free float cumulatively by some 27%. It will continue while the discount to NAV is at elevated levels.

At the same time, Tencent remains our most important single asset. Its inventiveness and depth of engineering skill is superb. We are confident of sustainable growth.

Our effect on communities

We invest in tech-driven ventures in many countries, creating local jobs. We pay taxes that fund communities.

Below we outline our intent to be sustainable. Prosus is preparing to comply with more stringent legislation on non-financial reporting disclosure in the European Union as from 2027.

Doing the right things

We want to be a responsible corporate citizen. Our code of business ethics and conduct embodies our values, which include good governance of information and technology.

Recently we updated multiple group policies and introduced some new ones.

Strengthened leadership

Fabricio Bloisi was appointed chief executive and an executive director from 10 July 2024. As the founder of Movile and former CEO of iFood, Fabricio is an innovator with deep roots in building and scaling world-class technology companies in growth markets. Since his appointment, he has demonstrated exceptional leadership, driving significant growth and AI innovation in the company.

Basil Sgourdos, announced his intention to retire by November 2024, Nico Marais was appointed interim CFO and confirmed in the role in April 2025. I welcome Nico as group CFO and financial director. His long tenure with the group puts him in good stead as we look ahead to the next phase of our growth journey.

On 1 April 2025, Phuthi Mahanyele-Dabengwa was appointed as an executive director. She is currently the South Africa CEO of Naspers.

Nolo Letele retired as a non-executive director of the board and the social, ethics and sustainability committee on 31 March 2025. The board expresses its deepest gratitude to Nolo for his significant and invaluable contributions to the Naspers group over many years.

Dividend

The Prosus board has recommended that its shareholders receive a distribution of a gross amount of 20 euro cents per ordinary share N which represents an increase of approximately 100% for free-float shareholders. Subject to the requisite approval by Prosus shareholders being obtained, a dividend will be paid by Naspers in relation to the Naspers N ordinary shares and A ordinary shares from the amount that Naspers receives from Prosus, in accordance with the rights attaching to the shares as set out in the Naspers memorandum of incorporation.

Looking ahead

In my view the past year was a positive one for us. We sharpened our focus on profit, strengthened nascent ecosystems and built a competitive culture. While challenges remain, we are looking forward to growing. And beating opponents in many countries of the world.

On behalf of the board, we thank our people who contributed to these excellent results.

Koos Bekker
Chair

21 June 2025

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Our board and management

Key focus areas

Through advice and supervision of management, the non-executive members of the board ensure that a culture of business ethics and conduct aimed at sustainable long-term value creation is promoted to underpin the group's activities as a responsible corporate citizen. This includes, leading by example, adopting values and a code, and monitoring implementation to ensure compliance and effectiveness. In this regard, the board is responsible for group performance by steering and providing strategic direction to the company, taking responsibility for sustainable long-term value creation and aligned strategy and plans (which originate from management).
The board must approve the annual business plan and budget compiled by management, for implementation by management, taking cognisance of sustainability aspects in long-term planning.
The board continued to allocate adequate time to discuss strategic activities. It received regular updates on progress on our strategy.

Koos Bekker

72, male, South African and Dutch
Non-executive chair
P* H N

Date of first appointment: 17 April 2015
Date of last appointment: 25 August 2022
Area of expertise and contribution: Entrepreneurship, strategy, M&A

Hendrik du Toit

63, male, South African and British
Non-executive director and lead independent director
P N

Date of first appointment: 1 April 2016
Date of last appointment: 22 August 2024
Area of expertise and contribution: Investment management, sustainability and economics

Sharmistha Dubey

54, female, American
Independent non-executive director
A

Date of first appointment: 1 April 2022
Date of last appointment: 25 August 2022
Area of expertise and contribution: Engineering, tech businesses

Craig Enenstein

56, male, American
Independent non-executive director
P H* N

Date of first appointment: 16 October 2013
Date of last appointment: 22 August 2024
Area of expertise and contribution: M&A, corporate finance, economics, valuations, strategy, portfolio management

Manisha Girotra

55, female, Indian
Independent non-executive director
A

Date of first appointment: 1 October 2019
Date of last appointment: 25 August 2022
Area of expertise and contribution: Investment banking, economics, corporate finance, Indian businesses

Rachel Jafta

64, female, South African
Independent non-executive director
P N* S R

Date of first appointment: 23 October 2003
Date of last appointment: 23 August 2023
Area of expertise and contribution: Economics, sustainability, corporate governance and education

Angelien Kemna

67, female, Dutch
Independent non-executive director
A R

Date of first appointment: 15 April 2021
Date of last appointment: 22 August 2024
Area of expertise and contribution: M&A, finance, risk, corporate governance

Debra Meyer

58, female, South African
Independent non-executive director
S*

Date of first appointment: 25 November 2009
Date of last appointment: 25 August 2022
Area of expertise and contribution: Sustainability, strategy

For more detailed biographies, including relevant outside positions of each director, refer to our website at https://www.naspers.com/the-group/leadership.

Key

A → Audit committee

R → Risk committee

S → Social, ethics and sustainability committee

P → Projects committee

N → Nominations committee

H → Human resources and remuneration committee

→ Chair

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Our board and management continued

Roberto Oliveira de Lima

74, male, Brazilian
Independent non-executive director
H N

Date of first appointment: 16 October 2013
Date of last appointment: 22 August 2024
Area of expertise and contribution: Insights into Brazilian businesses, business management, information technology

Cobus Stofberg

74, male, South African and British
Independent non-executive director
S

Date of first appointment: 16 October 2013
Date of last appointment: 25 August 2022
Area of expertise and contribution: M&A, corporate finance, strategy

Steve Pacak

70, male, South African and British
Independent non-executive director
P A R

Date of first appointment: 15 January 2015
Date of last appointment: 25 August 2022
Area of expertise and contribution: M&A, finance, risk, strategy

Ying Xu

61, female, Chinese
Independent non-executive director
S

Date of first appointment: 26 June 2020
Date of last appointment: 23 August 2023
Area of expertise and contribution: Corporate finance, retail, ESG, online businesses, China

Mark Sorour

63, male, South African
Non-executive director
P

Date of first appointment: 15 January 2015
Date of last appointment: 23 August 2023
Area of expertise and contribution: M&A, corporate finance, strategy

Nolo Letele

75, male, South African
Independent non-executive director
S

Date of first appointment: 22 November 2013
Date of last appointment: 22 August 2024
Retired: 31 March 2025
Area of expertise and contribution: Engineering, media

Fabricio Bloisi

48, male, Brazilian
Chief executive and executive director
P R S

Date of first appointment as chief executive: 10 July 2024
Date of first appointment as a director: 10 July 2024
Start and end of current term: 10 July 2024 - 30 June 2028
Area of expertise and contribution: Engineering, strategy, entrepreneurship, M&A, AI

Nico Marais

51, male, South African and Dutch
Chief financial officer and executive director
P R

Date of first appointment as chief financial officer: 29 April 2025
Date of first appointment as a director: 29 April 2025
Start and end of current term: 29 April 2025 - 28 April 2029
Area of expertise and contribution: Corporate finance and structuring, capital raising, debt management, stakeholder engagement, capital allocation, valuations, governance, statutory and public reporting, risk management, financial controls

Phuthi Mahanyele-Dabengwa

54, female, South African
Executive director

Date of first appointment as a director: 1 April 2025
Area of expertise: Entrepreneurship, strategy, governance, economics

Key

A → Audit committee

R → Risk committee

S → Social, ethics and sustainability committee

P → Projects committee

N → Nominations committee

H → Human resources and remuneration committee

→ Chair

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

三

Chief executive's review

Redefining our strategy

We live in a time of fast change, and the rate of change is accelerating. New technologies, specifically artificial intelligence or AI, will rewrite the winning countries and companies. At the same time, changes in the world order create uncertainty for businesses, which need to adapt to prosper.

Prosus has changed substantially to become a company that can adapt faster, innovate faster, and I am confident that this capability will enable us to prosper in these times of fast change.

We have reshaped our strategy to focus on exceptional performance in our ecosystems, concentrated in regions with the greatest growth potential, primarily Latin America, India and Europe. A core element of this strategy is leading in innovation to ensure that our ecosystems anticipate change.

Now, all elements of our strategy are unified in support of our goal of increasing the group's value (refer page 22) and reinforced by The Prosus Way of working (page 3). The Prosus Way is our new cultural model focused on entrepreneurship, results, innovation, people and impact. It works in tandem with a new management model strongly concentrated on results and alignment (detailed in the remuneration report).

We are committed to creating the future through innovation and an AI-first world (see page 5).

The value of ecosystems

Ecosystems leverage multiple network effects. They will benefit from our culture of entrepreneurship and innovation, boost synergies between companies, strengthen our people's positions, and ultimately lead to more successful companies.

Our ambition is to build the next US$100bn in value for Prosus by creating thriving regional lifestyle ecommerce ecosystems.

Strategic acquisitions

FY25 was an active period in our investment portfolio – we invested or committed US$7bn to support our ecosystems' growth, profitability and value. In line with this ambition, we announced two major acquisitions in FY25, both funded from available cash resources.

Despegar

We acquired Latin America's leading online travel agency, Despegar, for US$1.7bn. This is a compelling addition to our regional ecosystem, which will expand to serve over 100 million customers across local ecommerce, travel and fintech sectors post transaction.

This is a clear demonstration of our strategy to create value by building a high-quality ecosystem of complementary businesses. Despegar is already a highly profitable company, with an attractive market position and an experienced management team – making it a natural addition to our presence in Latin America. We will accelerate Despegar's growth by leveraging the extensive customer touchpoints within our portfolio, along with our operational expertise and advanced AI capabilities. The transaction closed in May 2025 after all conditions were fulfilled.

Just Eat Takeaway.com

In February 2025, we announced we had reached agreement to acquire Just Eat Takeaway.com for €4.1bn (US$4.6bn or about R79bn), our largest investment to date. This gives Prosus a unique opportunity to create an AI-first European tech champion, in line with the EU's ambitions to accelerate regional digital capabilities (refer page 9). We are confident in our ability to build a European food-delivery powerhouse, given the current comparatively lower penetration rates for these services and Just Eat Takeaway.com's strong foundation of leading positions in several markets.

With our investment, technology and extensive expertise, Just Eat Takeaway.com will be well positioned to strengthen its brands and operations, enhance its AI capabilities, and drive growth well beyond its standalone potential. At present, it operates in 17 international markets, connecting about 61 million customers with over 356 000 local partners.

As communicated to shareholders, the offer commenced in May 2025 and is subject to customary conditions, including regulatory approvals.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Chief executive's review continued

The value of innovation

We have sharpened our focus to concentrate on what we do best. Prosus is a technology company with a rich history of innovation, evolving from print media to payTV, mobile networks, social networks and, most recently, ecommerce in growth markets.

In the so-called information age, innovation is at the core of our future. Across the group, expert teams are working both independently and collaboratively to innovate – transforming ideas into functional benefits for our customers and for the companies in our portfolio. At Prosus level, we are already proving the benefits of integrated technologies and optimal use of our various databases as we develop large commerce models that will underpin our ecosystems (read more on page 22).

Performance and discipline

We detail our performance on pages 27 to 44, with our chief financial officer's review from page 18. Disciplined execution and management have supported our progress since the peak losses two years ago, reflecting active portfolio management across multiple fronts.

This was a year of growth, innovation and strategic milestones for Prosus. We recorded sustained profitability in our Ecommerce portfolio while laying the groundwork for future growth. With full confidence in our vision and disciplined execution, I believe we are just at the start of delivering exceptional value for our shareholders.

Consolidated revenue from continuing operations grew 20% in local currency to US$7.2bn, while aEBIT from ecommerce operations grew from US$24m to US$430m, reflecting increasing profitability from our operations. Consolidated aEBIT also grew 100% to US$130m. Core headline earnings rose to US$3.1bn. Across our portfolio, all operations have improved meaningfully, except PayU (which recorded strong revenue growth and improving margins but is still not profitable). We own several businesses with potential for value creation by scaling their ecosystems.

Our FY25 results demonstrate real progress in building sustainable operations:

Our ecommerce businesses recorded improvement on revenue growth of 21% in local currency, excluding acquisitions and disposals, outpacing peers.
We continue to invest in ourselves. As noted by the chairman, the open-ended share-repurchase programme remains in place.
We are working to highlight the value of our ecommerce assets through growing, listing or selling businesses, as appropriate. To illustrate, the Swiggy IPO in late 2024 was very well received. We sold a portion of our stake, netting some US$450m while retaining a 25% interest on a fully diluted basis. We have a strong pipeline of similar opportunities. We also sold our stakes in Trip.com (for US$1.5bn), Tazz, Udemy and GPO (our Global Payment Organisation) in Latin America and Africa to prioritise strengthening our core ecosystems.
Given our focus on building ecosystems and disciplined approach to capital allocation, certain investments are now considered non-strategic. Accordingly, our goal for our edtech businesses was to reach breakeven – this was achieved at cash flow level, with significantly reduced aEBIT losses of US$33m in FY25 vs US$98m last year. We expect this business to be profitable in FY26.

To summarise our results, beginning with the components of our Ecommerce segment:

Food Delivery: iFood recorded 29% order growth and 30% in local currency, excluding M&A revenue growth, to US$1.3bn, with aEBIT of US$226m.
Classifieds: OLX core classifieds business grew revenue 18% in local currency, excluding M&A, to US$777m, with aEBIT up 63%.
Payments and Fintech: While revenue and margins improved, PayU India recorded a trading loss (negative aEBIT). We aim to restore its profitability.
Etail: eMAG reported aEBIT of US$14m, boosted by a strong performance in Romania.

Responsible and sustainable

As a global technology group, we are creating solutions for some of the world's most-pressing needs. We believe large technology companies have the responsibility to ensure a positive impact in the communities where they operate. We also believe that technology is key to successfully transitioning to a green and inclusive economy. We are creating enduring value through strategies that improve efficiency and, at the same time, deliver sustainable growth. Our approach is detailed in the sustainability statements from page 148.

Looking forward

We believe this time of fast change offers opportunities to invest in transformative businesses, particularly in AI. We aim to keep growing fast, create competitive advantage through innovation, and increase our profitability. This will create long-term value for our shareholders.

After almost a year as CEO, I am very excited about our future. We are focused on creating another US$100bn in value and I believe we are making real progress. I thank our shareholders for being part of this journey and I believe we will have more interesting news to share over the next year.

Fabricio Blaisi
Chief executive

21 June 2025

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

三

Chief financial officer's review

Financial review

Revenue

Our total revenue increased by US$750m (US$1 228m or 20% in local currency, excluding M&A), or 12%, from US$6 431m in the year ended 31 March 2024 to US$7 181m in the year ended 31 March 2025, primarily due to Classifieds and Food Delivery and, to a lesser extent, Payments and Fintech, and Btail.

We operate in countries and markets across the world, resulting in significant exposure to foreign exchange volatility. This can have an impact on reported revenues and costs as they are generally denominated in local currency. The financial performance of our businesses is accounted for in the group in their respective functional currencies and translated to US dollar. The weakening of certain currencies against the US dollar in the year ended 31 March 2025 negatively affected our year-on-year (YoY) performance by US$60m, or 39%, through the translation impact, specifically in the Classifieds, and Payments and Fintech businesses. Revenue growth expressed in local currency, excluding acquisitions and disposals, of 20% was achieved in the year ended 31 March 2025.

Total revenue for the year ended 31 March 2025 (US$'m)

Revenue from interest income 200
Online sale of goods revenue 3 145
Classifieds listings revenue 717
Payment transaction commissions and fees 1 309
Mobile and other content revenue 22
Food Delivery revenue 1 260
Advertising revenue 113
Printing, distribution, circulation, publishing and subscription revenue 85
Edtech 170
Other revenue 160

7 181

Online sales of goods revenue represented 44% and 43% of our total revenue in the year ended 31 March 2025 and the year ended 31 March 2024 respectively.

Revenue by geographic market (US$'m)

	2025	2024
Other	1	2
North America	122	106
Latin America	1 572	1 495
Western Europe	88	79
Eastern Europe	2 816	2 371
Central Europe	788	750
Asia	718	601
Africa	1 076	1 027
	7 181	6 431

Costs of providing services and sale of goods

The costs of providing services and sale of goods increased by US$323m, or 8%, from US$3 966m for the year ended 31 March 2024 to US$4 289m for the year ended 31 March 2025.

Platform/website hosting, warehousing costs and costs of goods sold on those platforms increased by US$92m, from US$2 447m in the year ended 31 March 2024 to US$2 539m in the year ended 31 March 2025. This increase primarily relates to costs in Classifieds. iFood in our Food Delivery business included substantial investments in the grocery delivery business.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Chief financial officer's review continued

Delivery service costs increased from US$370m in the year ended 31 March 2024 to US$383m in the year ended 31 March 2025. This increase primarily related to logistics costs in the Food Delivery and Etail businesses on the back of increased gross merchandise value (GMV).

Payment facilitation transaction costs increased by US$172m from US$866m in the year ended 31 March 2024 to US$1 038m in the year ended 31 March 2025. The increase primarily related to the Payments and Fintech business, particularly in India, where the increased transaction volumes with merchants resulted in increased transaction processing costs. In addition, following the growth in the Food Delivery business, payments facilitation costs increased accordingly.

Finance services costs increased by US$73m from US$122m in the year ended 31 March 2024 to US$195m in the year ended 31 March 2025. The increase primarily related to the Payments and Fintech business, particularly in India, where the increased credit issuance resulted in increased costs.

Selling, general and administrative costs

Selling, general and administrative costs increased by US$126m, or 5%, from US$2 647m in the year ended 31 March 2024 to US$2 773m in the year ended 31 March 2025.

General business administrative cost increased by US$67m from US$523m in the year ended 31 March 2024 to US$590m in the year ended 31 March 2025, primarily due to cost increases across all the segments as they scale.

Staff costs increased by US$39m, or 2%, from US$1 638m in the year ended 31 March 2024 to US$1 677m in the year ended 31 March 2025, primarily due to a decrease in share-based compensation costs.

Total number of employees for the year ended 31 March 2025

Total permanent staff increased from 26 935 at 31 March 2024 to 26 942 at 31 March 2025. Staff increased particularly in the Payments and Fintech, Classifieds and Food Delivery segments. For further information regarding headcount, refer to the section on Own workforce on page 107.

Cash-settled share-based compensation costs increased by US$18m, or 16%, from US$114m in the year ended 31 March to US$132m in the year ended 31 March. The increase in share-based compensation costs is due to changes in valuation assumptions, including share prices and volatility, as well as the impacts of allocations made and vesting of options.

Depreciation and amortisation

Depreciation and amortisation in selling, general and administration expenses decreased by US$20m, or 9%, from US$211m in the year ended 31 March 2024 to US$191m in the year ended 31 March 2025.

Finance income/(costs) - net

Net finance income increased by US$9m from an income of US$335m in the year ended 31 March 2024 to a finance income of US$344m in the year ended 31 March 2025.

Interest expenses remained flat at US$585m compared to the year ended 31 March 2024 to US$586m in the year ended 31 March 2025.

Net interest income increased by US$9m from US$335m in the year ended 31 March 2024 to US$344m in the year ended 31 March 2025.

Interest income increased by US$10m, or 1%, from US$920m in the year ended 31 March 2024 to US$930m in the year ended 31 March 2025, due to a drop in US dollar interest rates and lower average cash balances.

Interest expense relates primarily to interest on the publicly traded bonds. Interest income includes interest earned on bank accounts and short-term investments.

Other finance income decreased from a finance income of US$74m for the year ended 31 March 2024 to a finance income of US$50m for the year ended 31 March 2025. This relates primarily to fewer fair value gains of derivative instruments, which include forward exchange contracts as well as foreign exchange differences related to the foreign exchange impacts on the translation of assets and liabilities.

Share of equity accounted results

Our equity accounted results in equity accounted companies increased by US$2 894m, or 103%, from US$2 810m in the year ended 31 March 2024 to US$5 704m in the year ended 31 March 2025. This was driven primarily by Tencent's increase in profitability.

Net gains on acquisitions and disposals

Gains on acquisitions and disposals of US$304m were recognised in the year ended 31 March 2025, compared to US$3m in the year ended 31 March 2024. The current year includes a gain recognised on the disposal of our Global Payments Organisations (GPO) businesses of US$337m

Impairments

An impairment on assets of US$374m was recognised in the year ended 31 March 2024 compared to US$20m in the year ended 31 March 2025. A current-year impairment relate primarily to property, plant and equipment and other intangible assets, while the prior year impairment related to goodwill in our Edtech segment.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Chief financial officer's review continued

An impairment of equity accounted investments of US$483m was recognised in the year ended 31 March 2024 compared to US$91m in the year ended 31 March 2025. The current year includes the impairments of our investments in the unlisted associates.

Gain on partial disposal and dilutions of equity accounted investments

A gain on partial disposal of Tencent shares of US$6 004m was recognised in the year ended 31 March 2025 compared to US$5 053m in the year ended 31 March 2024. A gain on partial disposal of our share in Swiggy of US$442m was also recognised in the current year.

Dilution losses of US$238m was recognised in the year ended 31 March 2024 compared to dilution losses of US$318m in the year ended 31 March 2025.

Taxation

Our tax expense increased by US$30m, or 20%, from US$151m in the year ended 31 March 2024 to a tax expense of US$181m in the year ended 31 March 2025.

Profit from discontinued operations

In March 2023, we announced the decision to exit the OLX Autos business unit. All the operations of this business are presented as discontinued operations as they have been disposed of, classified as held for sale or closed down by 30 September 2023. OLX Autos operations, previously presented in continuing operations for 31 March 2023, have been presented in discontinued operations as of 31 March 2024.

Losses from discontinued operations during the year amounted to US$128m related to the Autos business unit. This includes impairment losses of US$84m related to the operation classified as held for sale at 31 March 2024.

Core headline earnings

Core headline earnings from continuing operations were US$3 128m - an increase of 46% (54%) or US$989m. This was mainly driven by the improved profitability of our Ecommerce consolidated businesses and equity-accounted investments, particularly Tencent.

Cash and debt position

The group remains well positioned to navigate an uncertain macroeconomic environment due to its strong balance sheet. At corporate level, Naspers has a net cash position of US$1.9bn, comprising US$17.4bn in central cash and cash equivalents (including short-term cash investments), net of US$15.5bn in central interest-bearing debt (excluding capitalised lease liabilities). In addition, we have an undrawn US$2.7bn revolving credit facility.

The group's free cash inflow was US$1bn, more than doubling from the prior year's free cash inflow of US$375m. This was due to increased profitability of our Ecommerce units. Tencent remained a meaningful contributor to our free cash flow with a dividend of US$1.0bn (US$759m in FY24). In June, the group also received a further dividend from Tencent of US$1.2bn.

Nico Marais

Chief financial officer and financial director

21 June 2025

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Strategy and value creation

We innovate and disrupt. We balance creative exploration with practical execution for the present and the future. We adapt quickly to changes and new information.

Innovation – The Prosus Way

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Our strategy, business model and value chain

We are focused on creating sustainable long-term value: pursuing growth by building and investing in leading companies that empower people and enrich their communities, using AI-first technology.

Unlock an AI-first world to billions of people
Values Board, holding companies, investments			Tho pros t ray NASERS	Prosus Connect and Prosus Academy (share knowledge)
Amplify toqan	Innovate		Invest	Ecosystem
Develop large commerce model (LCM)			A leader in India
toqan AI Assistant everywhere	Best-in-class innovation (OLX Magic, iFood Clube)		Support our M&A ecosystem goals	A global leader in food delivery
			Invest to build value	A leader in classified verticals
				A fintech leader in India
Best-in-class operations
---	---	---	---	---	---
OLX	ifeed	EMAG	paul	·lyzico ·Takealot ·Edtech	Organise operations for optimisation
The largest AI company everyone knows	Align incentives to growth	Budget and finance: faster and simpler		Highlight value with the goal to reduce NAV discount

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

How we create value – our business model

Our ecosystem intensifies user engagement, leverages data for personalisation, and creates a growth loop that elevates synergies and innovation.

Active
We see funding as the baseline. We like to play on active role in the growth of the companies we back.

Focused
We make targeted investments across our core businesses.

Responsible
We matter to the customers and communities that we serve. We strive to maximise our positive impact on society and the planet.

Long-term view
We are patient and disciplined, and we build companies sustainability over time.

What we depend on Inputs	Financial	Human	Intellectual
What we deliver Outputs	• US$7181m revenue
• US$130m aEBIT
• All investments underwent ESG due diligence	Our workforce and workers in extended value chain
• 33 246 employees' across the group
• Access to over 300 000+ digital learning resources on offer on Prosus Academy	AL innovation and technology expansion
• +20 000 colleagues use the Prosus AI Assistant, Toqan, daily
• +3 000 AI practitioners attended the fourth Prosus AI Marketplace summit	We provide innovative digital platforms and services to customers globally
• US$836m invested to enhance our ecosystems growth
• Dividends payout	The natural world and ecosystem around us
• 100% of subsidiaries report on scope 1, 2, and material scope 3 GHG emissions
• SBTi set for the group on invested capital	Our licence to operate
• US$1.1bn total taxes paid
The value we create Outcomes	• US$35bn value from share buyback
• 100% increase in dividend to free-float shareholders
• No investments in excluded sectors	40% female representation at the board level
• Over 950 000 learning hours across the group	30+ portfolio companies use AI to enhance performance
• 156 domains, 59 trademarks and 1 patent were filed across the group	Our trusted platforms and brands serve over 2 billion users	24% of portfolio (by invested capital) have set SBTi targets	To date, Naspers Labs has provided tech work experience to +7 000 people

1 Own workforce, including permanent and temporary workers.

Our people underpin our success. The Prosus Way values guide our actions.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

三

How we create value - our business model continued

We have a layered value chain. We consider our corporate vendors as upstream, corporate operations and our subsidiaries as own operations, and our associates and investments as downstream, which in turn have their own value chain.

To create sustainable value for our stakeholders, we actively engage to elicit their feedback. These engagements further inform our direction and strategic choices. We value their input and strive to build constructive, long-term relationships to enable ongoing dialogue.

图

Refer to pages 93 and 94 for a better understanding of how we engage with our stakeholders.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

The world in which we operate

Our world is changing rapidly and we have a role to play

Eight billion people and rising
Our footprint is in high-growth markets.
Global developments
Climate change and rising inequalities are shared global challenges that demand action from all sections of society
Increased pressure on natural resources
High-growth markets have the largest vulnerable populations and resource disparities
Additionally, US-imposed tariffs on imported goods have created economic headwinds in global markets. These tariffs have implications for trade relations and the affordability of technology and goods, thereby exacerbating existing inequalities.
Future of business
As a digital technology company, we have an opportunity and a responsibility.
Changes in capital markets
Sustainability (ESG) investing is now the norm as investors demand and integrate environmental and social data into their decisions
At the same time, economic policies, including the recent tariffs imposed by the US, are influencing investment flows and shaping capital accessibility, particularly in sectors relying on global supply chains.

We are moving through a time of change that is arguably unprecedented – at least in living memory. Understanding the impacts of change at scale and pace, we have identified three significant factors that we believe will shape our operating environment in the years ahead. These are summarised alongside.

Ecosystems are becoming increasingly well positioned to win

Customer acquisition is a core component of many consumer tech companies, including Naspers. Ecosystems facilitate this process, especially with high-frequency use cases. Additionally, ecosystems with multiple products can better serve the customer by using the significant quantity of data generated by their platforms: this is becoming increasingly powerful in an AI-first world.

The rise of a tech-enabled world

The heart of transformation lies in technology, and tech titans have become the most valuable companies in the world. The changes evident in recent years are foundational and expected to endure. The way we live our lives, the way companies operate and market their products – all people and businesses rely more on technology. However, US trade policies, marked by tariffs targeting technological imports, are reshaping technology transfers globally. This environment challenges businesses to innovate in local manufacturing and supply chains.

Global crackdown on big-tech

While the technology sector has growth potential, the world's increasingly critical and political view of the sector means that challenges remain. Globally, regulators must balance the importance to encourage innovation in technologies and businesses and their responsibility to protect their citizens, and avoid the risk of over regulation. In addition, tariffs imposed in some parts of the world could further hinder technological collaboration and limit growth opportunities for companies attempting to expand their global footprint.

Our strength: An inherently sustainable business

Against this background, Naspers remains a disciplined technology investor, creating sustainable value in our distinctive way. We are focused on improving lives through technology and well positioned to capitalise on opportunities in this time of dislocation. We are prudent, focused and have an operator's advantage in assessing and optimising investments. Our global network is strong and our differentiation as patient, company-building capital is distinctive. We have well-established businesses in our portfolio as well as assets that can provide meaningful capital as we need it.

Innovation and AI will change everything

In business, AI will drive efficiency by creating AI workforces
In research, AI will support disruptive breakthroughs (eg in space and synthetic biology)
In operations, AI will change how companies operate
In the real world, AI-driven robots will perform physical tasks.

And the so-called DeepSeek moment indicates that high-quality AI models will become easily accessible to everyone, accelerating innovation and further shifting the value from infrastructure (data centres, language models) to applications.

This trend dovetails perfectly with our ability – as a tech group – to unlock high social impact/low-carbon futures.

Across our strategic and non-strategic operations, the benefits for end-users are significant. In summary:

Payments and Fintech – financial inclusion
Food Delivery and Etail – access to livelihoods, zero-emission deliveries
Classifieds – circular economy
Edtech – learning for all
Ventures – inclusive and sustainable businesses.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

The world in which we operate continued

Geopolitics will shape global business and strategy

Calendar 2024 was an unprecedented period of national elections across the globe. As new administrations took office, geopolitics became increasingly decisive for a dynamic global strategy. Almost daily media headlines show that power dynamics are shifting, leading to less technology sharing between blocs, and forcing Europe to find a new position (refer to page 9). As Naspers, we are carefully monitoring the evolving US relationships with China, Brazil, Europe, India and South Africa that are changing the world order.

The economic cycle in the post-pandemic era remains distorted, making forecasting more difficult than usual. The complexities are multiple: inflation, although subsiding, remains above target levels; interest rates are declining but central banks are cautious; and start-up funding has improved somewhat, with a limited number of successful IPOs.

The geopolitical arena continues to shift towards a less stable, multipolar system, compounded by ongoing conflicts in Ukraine and Gaza and persistent US-China tensions.

Inflation rates and policy rates in major economic areas (%)

Source: Bloomberg.

Real GDP growth (%)

Source: IMF.

While some macroeconomic drivers are similar across the world, there is wide variation in how economies have been performing.

China's GDP growth in calendar 2024 was 5%. A key area of concern for government is the country's property sector, which remains a drag on the economy, with ripple effects on economic growth and consumer confidence. China has introduced a raft of measures to stimulate growth in new industries to reignite its economy.

Latin America has faced diverse economic challenges and opportunities in 2024. Brazil's economy grew by 3%, thanks in part to strong exports and increasing investments in green energy. However, across the region, disparities persist as governments work to balance fiscal consolidation with social programmes to drive inclusive growth.

Europe's economic growth in 2024 remained moderate, with an average GDP increase of 2%. The region navigated the challenges of energy security and transitioning to sustainable energy sources amid geopolitical tensions. The eurozone saw subdued growth due to slowing exports, but domestic consumption and government spending provided essential support. Countries in Central and Eastern Europe, in particular, outpaced their Western counterparts as they benefited from foreign investments and a skilled workforce.

In 2024, India's economy was again a bright spot in the global economic landscape, with a robust GDP growth rate of 7%. The country's outlook is among the most promising of major economies.

Momentum on ESG regulations

Globally, sustainability reporting requirements are increasing significantly and pose additional compliance challenges.

In the European Union, the Corporate Sustainability Reporting Directive (CSRD) has been adopted into legislation, but implementation has been potentially delayed
In India, Business Responsibility and Sustainability Reporting (BRSR) guidelines are a comprehensive and mandatory ESG reporting framework for top 1 000 listed companies from 2023, with reasonable assurance required on a broad set of qualitative and quantitative disclosures. This also impacts our group significantly
Our companies are mostly private, which are at a disadvantage as they have yet to build their ESG disclosures to the level of mature European ESG counterparties, which is expected by the upcoming disclosure regulations. We have a strong commitment to transparency and to raising awareness about this deep divide between companies that have mature ESG disclosures to those starting on that journey.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

三

Performance review

We are outcome-orientated. We focus on achieving results, rather than just following processes. We make decisions based on evidence from informed analysis, supported by data and research.

Results – The Proxus Way

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Food Delivery

Operational performance

Strategic focus

Expand the total addressable market while increasing profitability. We are applying the successful full-service (1p) model to other verticals:

Unlock addressable market by developing capabilities for adjacencies
Drive higher engagement
Ability to reinvest profits
Improve unit economics.

Risks

Unfavourable economic conditions
Regulatory changes
Cyber-resilience
Increased competition.

Value drivers

Increase order frequency through loyalty programmes
Expansion to mass market
Organically grow monthly unique buyers
Additional adjacencies (grocery delivery, logistics services, fintech, restaurant financial solutions, SaaS for restaurants and meal vouchers)
AI and data science
Managing costs and delivering efficiencies
Ads as a new revenue stream
More efficient logistics.

Stakeholder material matters

Employees

Career development, business performance
Culture.

Customers (restaurants)

Converting consumers to online food delivery
Economic growth
Access to credit.

Drivers

Job opportunities in the gig economy
Looking after our drivers
Skills development
Education.

Consumers

Additional and affordable convenience, eg grocery delivery
The opportunity - user experience
Pet and pharma.

Expanding the food opportunity

Our Food Delivery segment has built its portfolio around online food-delivery platforms such as iFood, Swiggy and Delivery Hero that serve large and growing markets. iFood is Naspers' only consolidated food-delivery business. We also have several associates, most notably Delivery Hero and Swiggy. Globally, this market is expected to grow revenue from US$122bn in 2023 to US$171bn in 2027¹.

Through these platforms, consumers enjoy fast delivery of high-quality food at affordable prices, either through each platform's own drivers (first-party or 1p) or drivers employed by restaurants (third-party or 3p). Both the 1p and 3p business models have proven profitable, particularly in their core food-delivery operations.

In addition, our food-delivery platforms have extended into new business lines - such as online grocery delivery - by leveraging their large customer bases, deep relationships with restaurants and delivery capabilities. Adding grocery sales to food delivery expands the global total addressable market (TAM) in 2027 from US$171bn to US$250bn².

The online food-delivery portion is expected to continue expanding on the back of tailwinds that include rising smartphone penetration, economic development, greater disposable incomes, and the shift to outsourcing everyday services with convenience at its core. Over time, we believe our food-delivery platforms have the potential to extend their offering even further and provide on-demand retail to consumers and logistics services to merchants.

Towards the end of FY25, we announced the conditional acquisition of Just Eat Takeaway.com for €4.1bn (US$4.6bn) to create a European food-delivery champion. As detailed by the chief executive, the transaction is subject to customary pre-offer and offer conditions, including securing regulatory approvals. Listed on the Amsterdam stock exchange, Just Eat Takeaway.com operates in 17 international markets. It has an important presence in most of these markets, connecting 61 million customers with over 356 000 local partners. As one of Europe's most-recognised food-delivery platforms, it also has strong brand awareness in most of its markets. We believe this acquisition provides a unique opportunity for Naspers to extend the leadership of a strong European food-delivery platform that complements our established food-delivery footprint outside of Europe.

In line with recent years, our focus and strategy in FY25 centred on not only improving profitability, but also growth. To expand the market while increasing profitability, our platforms continued to strategically pursue adjacencies to foster growth. We are confident that our food businesses will be significantly profitable and continue to offer long-term growth.

iFood

iFood delivered a very strong performance in FY25, accelerating sales in its core food-delivery business delivering over 120 million orders in the month of March 2025.

GMV growth of +32% YoY and +12 percentage points vs FY24, excluding Zoop. Order growth remained strong (+29%). iFood recorded nearly 56 million active users annually (25 million monthly unique buyers) who connect to over 410 000 merchants and >440 000 drivers operating in more than 1 580 cities in Brazil.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

三

Food Delivery continued

Revenue grew 9% (30%) in local currency, excluding M&A, to US$1.3bn, underpinned by the strong performance of its core business. iFood achieved an aEBIT of US$226m, more than doubling from last year, and adjusted EBITDA increased from US$126m to US$248m.

These results were driven by a robust merchant investment platform, increased advertising revenue, as well as leveraged frequency and retention as part of our successful strategy in Clube loyalty programme (discussed below). iFood Pago' grew its credit portfolio by 61% YoY, with over US$110m in assets under management by March 2025. This conservatively managed credit portfolio is funded largely by debt secured from external participants and offered to restaurants based on a credit-scoring model.

The core food-delivery business grew revenue 30% to US$1.3bn in local currency, excluding M&A. GMV rose 30%, driven by increased order volume (21%) and higher average order value (3%). This growth was supported by several initiatives, including Clube and Anota AI. In March 2025, 41% of core business orders originated from these initiatives. The Clube programme had more than 8 million subscribers by the end of March 2025, and increases user frequency and retention by offering personalised deals. Anota AI is a chatbot designed to facilitate restaurants' sales through WhatsApp.

For groceries, we had a very successful year with our growth-focused strategy and the optimisation of investments across various categories, with positive highlights in Pharma and Pet. Pharma achieved GMV growth of around 37% during the year, and Pet showed growth of approximately 34%. Furthermore, our focus on expanding in ads, as well as operational improvements in our logistics, with better grouping and the use of improved transport modes, allowed us to enhance the profitability levels of our business, while keeping higher service level for our customers. Including that effect, on an as-reported basis, growth initiatives only grew 3% or US$4m in local currency, excluding M&A. Overall grocery marketplace GMV grew 25% during the year.

iFood's strategy is centred on building its ecosystem elements and assets to deliver to its customers, powered by AI. Beyond scaling its grocery-delivery business, iFood is building a fintech environment around its platform to expand its goods and services, including meal vouchers and credit for restaurant partners.

In pursuing this strategy, iFood is harnessing the power of AI to pioneer unique technology across its businesses:

Optimising marketing investments to boost orders growth
Improving user experience in the app, including personalised recommendations
Reduced costs by focusing on AI-driven models for fraud detection
Modelling credit scores assertively.

Video link to Rio carnival feed drop

Five-year snapshot of growth: 2020 to 2025

aEBIT improved to US$226m

Total orders for Brazil >120 million for the month of March

As the most-loved brand in Brazil for the third consecutive year, iFood also keenly understands the importance of earning its so-called licence to operate in the local social context. Aligned to its purpose to feed the future of the world, key initiatives underpinning the iFood approach are summarised in the sustainability review.

1 iFood Pago refers to meal voucher (B2C) and credit (B2B) businesses.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Food Delivery continued

Swiggy

The US$1.34bn IPO of Swiggy (the sixth-largest IPO in India's history) took place on 13 November 2024, with the company listing at an issue price of INR390 per share. Naspers has been a proud investor in Swiggy since 2017, supporting its growth and innovation in the food-delivery industry and adjacent sectors. During the IPO, Naspers sold 109 096 540 shares, thus reducing its stake in Swiggy to below 25% on a fully diluted basis. Naspers will continue to account for its interest in Swiggy as an investment in an associate.

For the period January to December 2024, gross order value (GOV) grew by 29% YoY and adjusted EBITDA loss reduced to US$182m from US$261m in the prior year. The growth was fuelled by the sustained momentum in food delivery and the remarkable expansion of the quick commerce business (Instamart). However, this growth came at a cost of profitability challenges due to the expansion of its network and heightened competition.

Swiggy's Q1 2025 results showcased a YoY GOV growth of approximately 40%, led by a food-delivery GOV increase of 18% YoY, and a quick-commerce (Instamart) GOV growth of 101% YoY, with 316 new dark stores added in the quarter. Swiggy's food delivery continues the improvement trajectory, achieving an adjusted EBITDA margin over GMV of 2.9% by the end of the quarter. However, the quick commerce business witnessed the peak of investments this quarter with adjusted EBITDA

margin over GMV declining to -18%. Looking forward, Swiggy is aiming for contribution break-even in the quick commerce segment in the next 3 to 5 quarters.

Prosus held 24.8% of Swiggy on a fully diluted basis at the end of the reporting period.

More information on Swiggy is available at https://www.swiggy.com/

Delivery Hero

Delivery Hero grew GMV 8% in local currency for FY24, driven by order development and growing basket sizes. Revenue grew 24% in local currency, outpacing GMV growth, to €12.3bn. It reported adjusted EBITDA of €693m for FY24 (from €254m in FY23), missing the full year adjusted EBITDA guidance for FY24 due to increased legal provisions. Delivery Hero continues to focus on growth, profitability and cash generation through ongoing improvements in operational efficiencies, new initiatives, and advancements in AI and other technologies.

Prosus held a non-controlling minority interest of 27.4% in Delivery Hero at the end of the reporting period.

More information on Delivery Hero is available at ir.deliveryhero.com

LOOKING AHEAD

Looking forward to FY26

iFood, Swiggy and Delivery Hero – our core food-delivery assets – are leading businesses in their regions with room to grow profitably, both in scale and in the breadth and depth of their ecosystems. The conditional acquisition of Just Eat Takeaway.com extends our regional presence to Europe, and facilitates the deployment of our proven AI capabilities to capitalise on identified growth opportunities. Naspers' acquisition of Despegar in Latin America enhances that ecosystem by incorporating additional convenience tools – such as OLX Brasil and Sympla, along with Despegar – to broaden our reach of clients and businesses.

We will also continue to invest organically, while maintaining our focus on profitability, to improve the core restaurant food-delivery offering. This in turn will enable Naspers to expand the total opportunity by building scaled capabilities in quick commerce and grocery, as well as additional adjacencies in the food-delivery ecosystem.

We aim to play a growing part in leading the food-delivery revolution for consumers, restaurants and delivery partners around the world.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Classifieds¹

Operational performance

Strategic focus

Enhancing monetisation and profitability by:

Providing specialised experience to professional sellers
Cross-listing between horizontals and verticals
Investments in AI and ML – faster innovation through technology and data.

Risks

Disruptive technology such as AI and GenAI
New regulations and consumer protection focus increase compliance risks and costs
Geopolitical risks from the conflict in Ukraine.

Value drivers

B2C focus: Continuous improvement of toolkit for professional listers across motors, real estate and jobs categories to improve the visibility and effectiveness of their listings
AI and technology integration: Leveraging AI for automation, efficiency in operations, and differentiated user experiences enhancing agility, innovation capabilities and go-to-market speed
Scalability and expansion: Centralised platforms support scalability across regions
Talent and culture: Strengthening employee engagement, leadership development, and aligning performance with organisational goals.

Stakeholder material matters

Stakeholder potential and scaling new capabilities

The OLX classifieds business continued to accelerate growth, margin expansion and cash flow generation.

In FY25, OLX recorded exceptional financial performance, showcasing resilience and strategic focus in key business sectors. Revenue reached US$788m, growing 18% YoY in local currency excluding M&A. This robust outcome was driven mainly by classifieds revenue in the motors and real estate categories, growing 24% and 23% YoY respectively. Motors led the success with enhanced monetisation initiatives, supported by innovative products like advanced dealer tools and trust-building initiatives such as vehicle history transparency and dealer ratings.

OLX today

markets
brands

28.6 million active monthly app users¹
63.6 million daily active listings¹

26.8 million secondhand items traded on OLX platforms in FY25²

1 Based on data collected from April 2024 to March 2025.
2 Data based on pay-on/relay transactions from April 2024 to March 2025.

Profitable growth and scaling new capabilities

The OLX classifieds business continued to accelerate growth, margin expansion and cash flow generation.

The real estate sector reflected optimised monetisation strategies and product enhancements, like a unified platform rollout and improved lead-management features that boosted agent efficiency and user experience.

OLX achieved an aEBIT of US$273m, with a 35% aEBIT margin in FY25, up from 24% in FY24.

During FY25 we have shifted our focus to our core categories, motors, real estate and jobs, in our key markets, and we've continued to leverage AI to enhance user experiences and business monetisation. AI and machine learning are central to OLX's strategy, bolstering moderation, insights, and user interactions, with advanced AI implementations are planned for greater personalisation and trust-building. OLX is strategically

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Classifieds continued

reallocating resources to high-growth areas and streamlining support processes with AI.

As noted in FY24, we exited OLX Autos, our automobile transaction business, by selling businesses in India, Indonesia, Chile and Türkiye, and closing operations in Mexico, Colombia and Argentina. We continue to explore options for our WeBuyAnyCar business in the US.

After another successful year, we are optimistic about the business opportunities and future plans of OLX. We expect the strong value proposition of its platforms to continue driving profitable growth and cash generation.

Building an ecosystem

OLX is building a leading classifeds ecosystem in Europe and South Africa, operating online marketplaces in nine countries with nine brands. Nearly 29 million monthly active users are exposed to 64 million daily active listings on average.

The OLX vision is to build leading marketplace ecosystems, enabled by tech, powered by trust and loved by customers. Core to achieving this vision is facilitating the easiest access to great deals for buyers and providing the best liquidity for sellers in multiple ways:

Under the OLX brand, we operate horizontal marketplaces for a broad range of categories, catering to private and professional sellers
Specialised verticals in motors and real estate offer richer experiences that target predominantly professional sellers, including car dealers and real estate agents.

Combined, these horizontal and vertical marketplaces operate as a strong traffic and inventory-sharing ecosystem. The horizontals are the main traffic drivers,

with the goods category attracting the most users - 20 million out of 36 million monthly active users in Poland, for example. The motors and real estate verticals are sources of high-quality inventory for OLX. To illustrate, 4.2 million listings are cross-listed from Otomoto to OLX in Poland, while OLX generates 20.5% of Otomoto's traffic, achieving a 1.8x higher conversion rate compared to the remaining Otomoto traffic. The verticals are also our key monetisation engine with average revenue per user 3.6x higher than for our horizontals.

Performance

OLX delivered another strong performance in the review period, with sustained growth and improved profitability. It is well placed for further growth and margin expansion.

OLX is expanding in Europe along the value chain by evolving from traditional classifeds to professionals-focused and adjacent services. In addition, we are building scalable central platform capabilities to serve our categories:

AI and machine learning are central to OLX's strategy, bolstering moderation, insights and user interactions, with advanced AI implementations planned for greater personalisation and trust-building
Strategically reallocating resources to high-growth areas and streamlining support processes with AI
In motors, we provide innovative products like advanced dealer tools, transparent vehicle history and dealer ratings. We recently expanded to transactional services (financing, insurance) to provide a one-stop shop for buyers
In real estate, product enhancements include a unified platform rollout and improved lead-management features that boost agent efficiency and user experience
In jobs, we are investing in employer branding and AI-driven candidate-employer matching
Initiatives are underway to expand inventory and improve buyer experiences in car parts.

Trust and safety remain cornerstone priorities in our operational framework, with our strategic investments in AI and GenAI technologies yielding significant enhancements to our digital safety infrastructure. These advancements create a more secure environment that protects users' fundamental rights while ensuring a level playing field for businesses across our platforms. Our robust compliance programme continues to address evolving regulatory requirements, including the European Digital Services Act and broader consumer protection laws, reinforcing our commitment to responsible business practices and regulatory adherence across all markets we serve.

Our ESG priorities

The OLX Group and its users contribute to building a more sustainable world through trade. In FY25, OLX invested in developing an ESG strategy to fulfil its purpose, and prepare to comply with new EU ESG regulations.

More detail is available in the fifth edition of our annual circular impact report at olxgroup.com. Please also refer to the sustainability statements in this report.

Our investments in AI and ML

We created a dedicated AI team over six years ago and invested significantly in building AI and ML capabilities. Read more in the case studies on our website

www.olxgroup.com.

LOOKING AHEAD

Looking forward to FY26

The backbone of OLX's strategy to achieve sustainable growth lies in its core categories, each of which offers substantial growth prospects through strategic innovations and expansions. OLX maintains a leading position through a strong brand presence and well-established business model in Central and Eastern Europe and South Africa, efficiently integrating horizontal and vertical marketplace models. By leveraging a centralised operating model and enriched AI-driven data infrastructure, OLX is enhancing scalability and optimising customer experiences towards its goal of becoming the most widely used and valuable online classifeds company in the markets it is present.

OLX Brasil

OLX Brasil, our 50% joint venture with Adevinta, continues to navigate a weak macroeconomic environment and focus on cost optimisation. Revenue and aEBIT increased 1% and 79%, to BRL887m and BRL243m respectively. Our local management team is committed to reinvigorating growth in this very important ecommerce market with balanced investments.

NASPERS

Management overview

Sustainability statements

Financial information

Other information

←→

Payments and Fintech