Interim report
Page 1
MTN Group Limited Financial results for the six months ended 30 June 2025
Page 2
Results overview: Commentary (i) First half (H1) 2025 key messages 1 Highlights 2 Group President and CEO commentary 4 Business overview 7 Operational review 13 Updates on significant regulatory and legal considerations 13 Outlook 15 Unwind of MTN Zakhele Futhi Scheme 16 Abbreviations Results overview: Key financial tables 21 Key financial tables Results overview: Reviewed consolidated interim financial statements 42 Independent auditors’ report on the summarised consolidated financial statements 43 Condensed consolidated income statement 44 Condensed consolidated statement of comprehensive income 45 Condensed consolidated statement of financial position 46 Condensed consolidated statement of changes in equity 47 Condensed consolidated statement of cash flows 48 Notes to the condensed consolidated interim financial statements Any forward-looking financial information disclosed in these interim results including the dividend guidance has not been reviewed or audited or otherwise reported on by our external auditor. Certain information presented in these interim results constitutes pro forma financial information and constant currency information. This pro forma financial information and constant currency information has not been audited or reviewed or otherwise reported on by MTN’s external auditor. The responsibility for preparing and presenting the pro forma financial information and constant currency information for the completeness and accuracy of the pro forma financial information and constant currency information is that of the directors of MTN. This is presented for illustrative purposes only. Because of its nature, the pro forma financial information and constant currency financial information may not fairly present MTN’s financial position, changes in equity, and results of operations or cash flows. The pro forma financial information presented in the interim financial results for the period ended 30 June 2025, has been prepared excluding the impact of impairment of goodwill, PPE, intangibles and associates, impairment loss on remeasurement of disposal group, gain on disposal/dilution of investment in JV/associate/subsidiary and fair value gain on acquisition of subsidiary, net (gains)/losses (after tax) on disposal of SA towers, net profit on disposal of PPE and intangibles, hyperinflation, impact of foreign exchange losses and gains, reversal of deferred tax asset and other non-operational items (collectively the “Pro forma adjustments”) and constitutes pro forma financial information to the extent that it is not extracted from the segmental information included in the reviewed consolidated financial results for the six months ended 30 June 2025. This pro forma financial information has been presented to eliminate the impact of the pro forma adjustments from the consolidated results for the period ended 30 June 2025 to achieve a comparable year-on-year (YoY) analysis. The pro forma adjustments have been calculated in terms of the Group accounting policies disclosed in the consolidated financial statements for the year ended 31 December 2024. Constant currency information has been presented to remove the impact of movement in currency rates on the Group’s results and has been calculated by translating the prior financial reporting period’s results at the current period’s average rates. The measurement has been performed for each of the Group’s currencies, materially being that of the US dollar and Nigerian naira. The constant currency growth percentage has been calculated after translating prior year results at current year rates. In addition, in respect of MTN Ghana, MTN Irancell, MTN Sudan and MTN South Sudan the constant currency information has been prepared excluding the impact of hyperinflation. The economies of Ghana, Sudan, South Sudan and Iran were assessed to be hyperinflationary for the period under review and hyperinflation accounting was applied. The Group’s results and segmental report are presented in line with the Group’s operational structure. The Group’s underlying operations are clustered as follows: South Africa (SA), Nigeria, the Southern and East Africa (SEA) region, the West and Central Africa (WECA) region and the Middle East and North Africa (MENA) region and their respective underlying operations. The SEA region includes Uganda, Zambia, Rwanda, South Sudan, Botswana (joint venture-equity accounted) and Eswatini (joint venture-equity accounted). The WECA region includes Ghana, Cameroon, Côte d’Ivoire, Benin, Congo- Brazzaville and Liberia. The MENA region includes Iran (joint venture-equity accounted) and Sudan. Although Iran, Botswana and Eswatini form part of their respective regions geographically and operationally, they are excluded from their respective regional results because they are equity accounted for by the Group. Contents
Page 3
Results overview: Commentary for the six months ended 30 June 2025
Page 4
MTN is a pan-African mobile operator with the strategic intent of ‘Leading digital solutions for Africa’s progress’. We have 298 million customers in 16 markets and are inspired by our belief that everyone deserves the benefits of a modern connected life. First half (H1) 2025 key messages Robust H1 performance | Strong commercial execution, disciplined capital allocation, improved macro conditions Service revenue growth of 22.4%* led by MTN Nigeria and MTN Ghana Continued fintech ecosystem development | Fintech transaction value +45.4%* MTN Nigeria positive net asset value expected by Q3 2025 Upgraded medium-term guidance Rm H1 25 H1 24 YTD % change reported YTD % change constant currency* Contribution to Group Group service revenue 105 111 85 323 23.2 22.4 – South Africa 21 604 21 110 2.3 2.3 20.6% – Nigeria 28 227 20 523 37.5 54.1 26.9% – Ghana 20 672 10 328 100.2 39.9 19.7% – Uganda 8 583 7 371 16.4 13.3 8.2% Group EBITDA~ (before once-off items) 46 655 29 046 60.6 42.3 – South Africa# 9 219 9 566 (3.6) (3.6) 19.8% – Nigeria 14 326 7 377 94.2 117.5 30.7% – Ghana 12 066 5 781 108.7 46.0 25.9% – Uganda 4 652 3 842 21.1 17.8 10.0% Group EBITDA margin 42.7% 32.0% 10.7pp 7.1pp – South Africa# 36.5% 36.5% 0.0pp 0.0pp – Nigeria 50.4% 35.7% 14.7pp 14.7pp – Ghana 58.2% 55.7% 2.5pp 2.5pp – Uganda 53.7% 51.5% 2.1pp 2.1pp Capital expenditure (capex, IFRS 16) 27 300 19 220 Capex (ex-leases) 20 799 13 433 Capex intensity (ex-leases) 19.0% 14.8% ˜ Earnings before interest, tax, depreciation and amortisation. # Excludes tower sale gain/(loss)..
Page 5
* Constant currency (CC) information after accounting for the impact of the pro forma adjustments as defined and included throughout this results announcement. Refer to contents page for more detail on the basis upon which constant currency information is presented. pp percentage points. Results overview Results presentation Appendices Data sheets Highlights Results overview for the six months ended 30 June 2025 1 Total subscribers up 4.7% to 297.7m MTN delivered a robust H1 2025 performance, with positive momentum in our operational and financial results Active data subscriber increased by 10.3% to 164.4m Data traffic up 29.1% to 11.7PB Mobile Money (MoMo) monthly active users (MAU) up 1.8%to 63.2m Fintech transaction volumes up 14.5% to R11.1bn Group service revenue increased by 23.2% to R105.1bn on a reported basis; up 22.4%* in constant currency (CC) Data revenue increased 36.5% on a reported basis; up 34.3%* in CC Fintech revenue increased by 37.3% on a reported basis; 24.9%* in CC EBITDA (before once-off items) increased by 60.6% on a reported basis; up 42.3%* in CC EBITDA margin increased by 10.7pp on a reported basis to 42.7%; up 7.1pp* to 44.2%* in CC Adjusted HEPS increased by 76.1% to 657 cents (H1 2024: 373 cents) Reported headline EPS (HEPS) increased by 352% to 645 cents (H1 2024: 256 cents loss) Capex (ex-leases) of R20.8bn, with capex intensity of 19.0% Holdco leverage at 1.5x Net-debt-to-EBITDA improved to 0.5x (Dec 2024: 0.7x) No interim dividend declared (H1 2024: nil) Upgraded medium-term guidance: Group service revenue growth of ‘at least high-teens’ (previously ‘at least mid-teens’)
Page 6
Group President and CEO Ralph Mupita comments H1 results reflect the resilience, progress and momentum in our business “The Group reported a pleasing set of results, driven by strong commercial execution, disciplined capital allocation and improved macroeconomic conditions. We are encouraged by the acceleration in our topline and recovery in our profitability and free cash flow generation. We have raised our overall medium-term guidance (refer to page 14 of this H1 2025 results announcement), underlining the strength of our portfolio as well as our commitment to accelerate the growth in our business and continue to unlock value for our shareholders and broader stakeholders." Strong commercial momentum underpinned by improvement in macro conditions Our performance in H1 2025 was supported by improved macroeconomic conditions, characterised by greater stability in inflation and foreign exchange (forex) rates in key markets. The Nigerian naira exhibited greater stability against the US dollar in the first half, particularly when compared to H2 2024; while the Ghanaian cedi strengthened year-to-date in H1 against both our reporting currency the rand and the US dollar. The approval of price adjustments in Nigeria, which were phased in during the period, largely benefiting Q2, boosted MTN Nigeria and the Group’s service revenue expansion. We deployed capex of R20.8 billion (ex-leases) to enhance the capacity, coverage and quality of our networks and platforms – with an acceleration in MTN Nigeria. This capex spend also reflected strengthening of the cedi against the rand, which drove higher capex for MTN Ghana in our reporting currency. This equated to a capex intensity ratio of 19.0%, which underpinned the commercial momentum and growth of our business. During the period, total subscribers increased by 4.7% to 297.7 million, with active data subscribers and MoMo MAU up 10.3% to 164.4 million and 1.8% to 63.2 million, respectively. Data traffic rose by 29.1% (42.1% excluding JVs) and fintech transaction volumes by 14.5%, highlighting the ongoing structural demand for our services. Results overview Results overview for the six months ended 30 June 2025 2 Ralph Mupita Group President and CEO
Page 7
Operational and financial performance The Group delivered strong service revenue growth of 22.4%* in H1 2025, with pleasing contributions from both data (up 34.3%*) and fintech (up 24.9%*). Advanced services fintech revenue increased by 42.0%* and increased its contribution to total MoMo revenue (i.e. excluding airtime advance) by 3.8pp to 33.4%. Our larger Opcos, MTN Nigeria and MTN Ghana led the growth in service revenue (up 54.1%* and 39.9%* respectively). MTN South Africa (SA) continued to navigate competitive pressures in its prepaid segment and reported service revenue growth of 2.3% in H1. EBITDA margins expanded by 7.1pp* to 44.2%*, driving EBITDA growth of 42.3%* to R46.7 billion in the period. This outcome was underpinned by robust topline growth and continued progress in our expense efficiency programme (EEP), which yielded savings of approximately R1.5 billion in the first half. On the back of our strong operational performance in H1, operating free cash flow (OpFCF) increased by 106.4% to R20.5 billion (before spectrum and licence acquisitions). Advancing our strategic initiatives Within the connectivity business, we entered into agreements to share network infrastructure in Uganda and Nigeria, while ensuring compliance with local regulatory and statutory requirements. These sharing agreements target improved network cost efficiencies, expanded coverage and the provision of enhanced mobile services to millions of customers, particularly those in remote and rural areas. The structural separation of our fintech business continues to progress, where the process is well- advanced to secure shareholder and regulatory approvals in key markets. At a 22 July 2025 extraordinary general meeting, shareholders of MTN Uganda voted 99.9% in favour of the resolution to proceed with the implementation of the proposed structural separation of MTN Mobile Money (U) Limited from MTN Uganda. This signalled strong support from MTN Uganda shareholders for the strategic evolution and delivery of the platform strategy. Completion of these important milestones will enable the operations to satisfy regulatory requirements and accelerate growth of the businesses, boosted by strategic partnerships. Balance sheet and liquidity positions Group net-debt-to-EBITDA leverage was 0.5x as at 30 June 2025 (December 2024: 0.7x) – comfortably within the loan covenant threshold of 2.5x; with our holding company (Holdco) leverage remaining largely stable at 1.5x (December 2024: 1.4x). Cash upstreamed from Opcos in the first half amounted to R8.2 billion, including approximately R3.6 billion from MTN Ghana and R1.6 billion from MTN SA. In terms of our Holdco debt mix, the proportion of non-rand debt was approximately 17% and remained firmly within our medium-term upper limit target of 40% for foreign currency denominated borrowings. During H1 2025 we raised R1.8 billion under the DMTN programme to refinance maturities for the year. At Holdco, we maintained healthy liquidity headroom of R39.1 billion as at 30 June 2025 – of which R15.7 billion was held in cash. Outlook, priorities and medium-term guidance The improvement in macroeconomic conditions in our operating environment provides a solid foundation to drive our medium-term growth ambitions, as we continue to execute on our strategy. Within our operations, our priorities are to accelerate the performance of MTN SA and sustain the strong momentum in MTN Nigeria and MTN Ghana. For fintech, we will continue the work to scale the ecosystem, including driving the recovery of MoMo PSB in Nigeria. Our balance sheet health and financial flexibility remain critical to our operational and strategic execution. We remain guided by our capital allocation framework to safeguard the resilience of our financial profile, further supported by our focus on expense efficiencies. We remain on track to achieve our target of R7-8 billion in cost savings between 2024-2026. We will continue to invest in order to capture the exciting growth opportunities we see in our markets and anticipate deploying capex (ex-leases) of R33-38 billion (from R30-35 billion) in FY 2025. This reflects the impact of stronger forex rates (especially the cedi) against the rand. Based on current assumptions, we have revised our medium-term framework – see page 14 of this H1 2025 results announcement – in light of the strong momentum we see in our business. In terms of the key change, we have raised our overall guidance for Group service revenue growth to ‘at least high-teens’, from ‘at least mid-teens’. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 3
Page 8
BUSINESS OVERVIEW Operating context The macroeconomic environment improved in the first half of 2025, supporting the Group’s commercial execution and performance. Blended average inflation across the Group was 14.0% (H1 2024: 14.0%) – moderating slightly in Q2 to 13.8% – with lower inflation in the period in SA, Nigeria and Ghana, our largest markets. This supported an easing of interest rates in some markets, which also helped to alleviate the pressure on consumer spending power and business costs. Against this backdrop, the Group delivered strong service revenue growth of 23.2% YoY to R105.1 billion. In constant currency terms, service revenue was up by 22.4%*, reflecting the robust performances in data (up 34.3%*) and fintech (up 24.9%*). In the larger Opcos, MTN SA service revenue increased by 2.3%, MTN Nigeria by 54.1%* and MTN Ghana by 39.9%*. Strong momentum in connectivity platform Data revenue expanded by 34.3%* to R47.6 billion and benefitted from a 10.3% increase in active data subscribers to 164.4 million (up 11.4% to 130.8 million excluding JVs), higher overall smartphone penetration and improved usage, which was 17.1% higher to 12.4GB per user per month (up 27.5% excluding JVs). This drove strong traffic growth of 29.1% in the period (42.1% excluding JVs), underlining the continued structural demand for data in our markets. Data now makes up approximately 45.3% of total Group service revenue (up from 40.9% in H1 2024). We are pleased with the continued progress across the portfolio. We recorded 193 million smartphones on our network, representing 65.2% penetration of our customer base (H1 2024: 64.7%), and 3G, 4G and 5G coverage of 472 million, 449 million and 89 million people respectively. Voice revenue was 11.6%* higher, driven by growth in MTN Nigeria (up 39.9%*), which benefitted from price adjustments, and MTN Ghana (up 13.2%*), driven by effective CVM implementation. The solid overall voice performance was supported by resilient growth in traffic in the period, which rose by 11.0% (excluding JVs). Digital Services revenue was up 15.0%*, driven by growth in new business (TV and video, gaming, lifestyle and advertising), as well as managed legacy VAS performance. In terms of market performances, Ghana was strong while there were some challenges in other markets such as South Africa, Nigeria, Cameroon and Côte d’Ivoire. This was mainly due to shifting consumer behaviour in relation to airtime recharges and the managed decline in legacy VAS. We continued working on key growth initiatives including MTN TV, e-Verticals pilots (home security, eHealth and education), and integration of OTTs to lay the foundation to scale faster. Enterprise service revenue grew by 16.8%*, driven primarily by Nigeria, SA and Ghana, with these larger markets again delivering double- digit growth. Platforms within enterprise continued to scale over the period, anchored by the positive performance in the mobile voice, mobile data and fixed data business. This was supported by strong growth in mobile financial services and continued strong performance and portfolio transformation from converged services. Service revenue in the wholesale segment grew 8.2%*, driven again by strong performances in Bayobab, MTN Nigeria, MTN Ghana and MTN Côte d'Ivoire, while sales in MTN Uganda were challenging. MTN SA wholesale revenues grew 3.1% driven by ICT and interconnect. Scaling our fintech platform Fintech revenue increased by 24.9%* amid increasingly competitive trading conditions, with growth led by Ghana, Uganda and Rwanda. Within the mix, MoMo revenue grew by 25.6%*, underpinned by an acceleration in advanced services revenue, which was up 42.0%*. Basic services revenue increased by 18.8%*, with the contribution of advanced services to total MoMo revenue (i.e. excluding airtime advance) rising to 33.4%* in H1 (up 3.8pp* YoY). Results overview continued Results overview for the six months ended 30 June 2025 4
Page 9
MoMo MAU increased by 1.8% to close the period with a base of 63.2 million. This reflects strong momentum across most of our markets, albeit offset by a softer performance in Nigeria. The continued strong revenue growth confirms the effectiveness of high-quality activation, deeper engagement and enhanced commercial monetisation. Active agents closed with a footprint of 1.3 million, declining by 1.9%. Active merchants reduced to 2.0 million, although rose by 0.9% sequentially in Q2 vs Q1 2025. This reflects the impact of our strategic shift to improve the quality of our merchant network at the point of sale. This is due to our focus on retention activities. These efforts include the roll out of initiatives to improve customer experience for face-to-face payments at the merchant point, which aim to boost efficiency and enable sustainable growth. In this context, the development of the overall fintech ecosystem remained robust, with a 14.5% increase in transaction volumes to 11.1 billion and transaction value up by 45.4%* to US$212.2 billion. Key fintech verticals Our payments and e-commerce vertical continue to show strong momentum, with the total value of merchant payments processed through our MoMo platforms reaching US$9.9 billion – a 12.0%* increase. This was underpinned by robust growth across all fintech Opcos, driven by a 27.1% increase in unique payers. We continue to advance our strategic partnership with Mastercard, successfully launching card acceptance on our 'Market by MoMo' checkout in Uganda. In BankTech, we facilitated a total loan value of US$1.3 billion, up 80.4%*. This continued growth was driven largely by increased utilisation within the partner lending programme in our more developed markets of Uganda and Ghana, as well as continued momentum in Benin, Rwanda, Zambia and Cameroon. MoMo Advance, an in-session lending solution for customers, continued to scale in Uganda, Cameroon and Ghana; with plans underway to expand to additional markets later in H2 2025. Our remittance value grew 14.7%* YoY to a total of US$2.2 billion, despite lower Ghana remittance inflows and the strengthening of the cedi during the period under review. We recorded strong growth in our remittance transaction value across our fintech Opcos, driven by the focus on high impact inbound and outbound corridors, ongoing improvements in quality of service and introduction of new products and services geared to boost overall remittance flows. In InsurTech, active policies declined by 22.3% YoY in line with our emphasis to drive growth in higher-average revenue-per-policy and high- priority markets. On a sequential basis, we saw an encouraging trend with Q2 growth of 6.6% in active polices compared to the preceding quarter. We recently launched a new suite of products to enable users to save and invest, advancing our users from financial inclusion to financial empowerment. Two products have been launched to date: a money market product in Uganda (Yinvesta) and a mutual fund offering in Rwanda. This aligns with our priority to increase the contribution from advanced services. MTN Digital Infrastructure (Bayobab) Within MTN Digital Infrastructure platform, consolidated external revenue declined by 15.3%* to R2.8 billion in the first half of the year, impacted by lower international voice traffic and local currency volatility. Despite these headwinds, we recorded strong EBITDA growth of 54.8%* YoY to R0.9 billion on the back of focused cost optimisation. The Fibre segment delivered strong growth in external revenue of 39.5%*, underpinned by the successful conclusion of new fixed connectivity infrastructure contracts, revenue contributions from new FibreCos on the African continent, as well as sustained efforts to expand the network and improve service delivery. We continue to build out fibre infrastructure across our footprint, including the East African Corridor, launched during Q2, which provides redundant and resilient fibre infrastructure across the West and East African markets. Despite the headwinds faced during H1, we secured new infrastructure deals amounting to R148.2 million, with approximately 19 000km of fibre rolled out – bringing MTN and Bayobab’s total fibre footprint to over 127 000km. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 5
Page 10
The Communication Platforms segment posted a 20.8%* YoY decline in external revenue, due to lower international voice traffic as higher smartphone penetration accelerated substitution by OTT players. Despite these challenges, MTN Digital Infrastructure, Bayobab, continued to extend its global footprint through new strategic partnerships and product offering innovations. As the business continues to execute its growth strategy, it remains committed to delivering digital infrastructure solutions that drive network transformation and power the digital economy across Africa. This commitment is further reinforced by MTN’s strategic decision to expand its infrastructure footprint through medium-term investment in AI-grade data centres. This will position the Group to support sovereign cloud, AI services and next-generation digital innovation across the continent. Robust financial performance Group EBITDA before once-off items rose by 42.3%* to R46.7 billion, with a 7.1pp* gain in EBITDA margin to 44.2%* in H1 2025. This outcome was enabled by the strong growth in our topline and diligent execution of our ongoing expense efficiency programme, in terms of which we realised savings of R1.5 billion in the period. On a reported basis, H1 2025 EBITDA margin before once-off items was 42.7%. This excluded a loss in the current period on the sale of SA towers of R13 million. The H1 2024 EBITDA margin of 32.0% excluded non-operational items summing to a net gain of R883 million, comprising: a gain on the sale of SA towers of R11 million, a gain on disposal of MTN Afghanistan of R1.0 billion, offset by the impairment of MTN Afghanistan assets of R146 million. We reported an increase in basic earnings per share (EPS) of 231.8% to 539 cents – a pleasing turnaround from the 409 cents loss recorded in H1 2024. Included in H1 2025 are impairment losses of -104 cents that relate to investments, goodwill, property, plant and equipment. Adjusting for these factors including a further 2 cents loss on disposal of SA towers and loss on disposal of PPE and intangibles totalling a net loss of -106 cents, Headline EPS (HEPS) was 352.0% higher to 645 cents, from a loss of 256 cents in H1 2024. HEPS was negatively affected by some non-operational items totalling a net amount of approximately -12 cents. These included: hyperinflation adjustments of 15 cents (H1 2024: -57 cents); foreign exchange gains of 43 cents (H1 2024: -519 cents loss), which includes naira depreciation impact of approximately -2 cents (H1 2024: -389 cents); reversal of deferred tax asset of approximately -35 cents (H1 2024: -28 cents) and other non-operational items of approximately -35 cents (H1 2024: -25 cents). Adjusted HEPS growth was 76.1% to 657 cents (H1 2024: 373 cents), after making adjustments for the abovementioned non-operational items. On an IFRS 16 reported basis, we deployed capex of R27.3 billion (up 42.0%) as we continued to invest in the capacity and quality of the networks, which underpin our growth. Capex (ex-leases) was R20.8 billion, up 54.8% and representing an intensity of 19.0%. This reflected an acceleration in MTN Nigeria’s rollout, from a low base, to support growth and improve the quality of experience following approval of price adjustments in the period. It also reflects the strengthening of the cedi against the rand, which drove higher capex for MTN Ghana in our reporting currency. The Group rolled out 1 443 3G, 1 766 4G and 542 5G sites in the first half. Group OpFCF, including spectrum and licence acquisitions, increased by 115.5% to R19.7 billion – excluding these, OpFCF was up 106.4% to R20.5 billion. Despite increased capex, this OpFCF growth was achieved on the back of the robust operational performance. In light of the positive momentum in our operating performance, ROE (adjusted for non- operational items, including hyperinflation) rose by 1.3pp YoY to 21.5%. Dividend In line with our policy, no interim dividend was declared for H1 2025 (H1 2024: 0). The Board of Directors anticipates paying a minimum ordinary final dividend of 370cps for FY 2025. Results overview continued Results overview for the six months ended 30 June 2025 6
Page 11
OPERATIONAL REVIEW Listed Opcos’ published H1 2025 results The published H1 results of our listed Opcos can be viewed at: • MTN Nigeria: https://www.mtn.ng/ investors/financial-reporting/ • MTN Ghana: https://mtn.com.gh/investors/ financial-results/ • MTN Uganda: https://www.mtn.co.ug/ investors/financial-reports/ • MTN Rwanda: https://www.mtn.co.rw/ financial-results/ MTN South Africa • Service revenue increased by 2.3% • Data revenue increased by 4.3% • Voice revenue declined by 2.2% • Wholesale revenue increased by 3.1% • Enterprise service revenue increased by 11.6% • Digital revenue decreased by 2.1% • Fintech revenue decreased by 2.4% • EBITDA decreased by 3.9% (down 3.6% excluding gains/losses from the disposal of towers) • EBITDA margin decreased by 0.1pp to 36.5% (flat at 36.5% excluding gains/losses on disposal of towers) • Capex of R3.8 billion on IFRS 16 reported basis (R3.2 billion, ex-leases) MTN SA delivered a resilient performance in H1 2025, amid ongoing competitive pressures. While inflation remained low in the period and interest rates were reduced, the South African economy recorded modest growth (GDP up 0.1% in Q1). Consumer confidence remained muted during the first half overall, though showed some improvement in Q2 2025. Operational focus and commercial agility for sustained performance MTN SA’s investments have resulted in improved quality and reliability of its network, which underscores the business commitment to ensure that South Africans enjoy the benefits of a modern, connected life. From a commercial perspective, these investments have supported data growth and a solid foundation off which to drive enterprise segment growth for both large enterprises and the public sector. MTN SA grew its service revenue by 2.3% in H1, supported by encouraging performances in the consumer postpaid, wholesale and enterprise segments. Total subscribers increased by 3.3% to 39.8 million underpinned by innovative solutions, as well as improved customer experience and distribution channel focus. Postpaid customers increased by 4.2% to 4.4 million, supported by a stronger uptake of integrated voice and data plans, device-based offers and new device financing models. Prepaid subscribers increased by 1.7% to reach 29.5 million, on the back of refreshed region- and location-centric propositions. MTN SA also continued to optimise value for customers through CVM initiatives. Data revenue in the first half increased by 4.3%, reflecting an acceleration in growth in Q2 to 4.8% (compared to 3.9% in Q1). This performance was underpinned by a 2.7% expansion in the active data subscriber base to 22.1 million, and a 23.0% increase in overall data traffic. The contribution of data to MTN SA’s total service revenue increased to 48.5% in H1 2025 (H1 2024: 47.6%). Data consumption continued to grow, with average usage per active postpaid data subscriber increasing to 24.5GB, up by 11.8%. A significant portion of this growth was driven by the increasing adoption of fixed wireless access (FWA), as more customers embrace home connectivity solutions. Active prepaid data subscribers saw average monthly usage increase to 3.9GB per month, reflecting a YoY increase of 25.5% compared to the prior period. Consumer postpaid service revenue increased by 3.7% YoY in the first half of the year. This performance was driven by an expansion in subscribers and data usage. The implementation of a price increase effective 1 February 2025 further supported revenue, particularly in Q2, in terms of which growth improved to 4.5% (Q1 2025: 2.9%). Connectivity in the Home remains a strategic area of focus. MTN SA added a significant number of FWA and fibre subscribers, supported by innovative and attractive propositions such as Shesh@5G. FWA delivered a pleasing performance with strong revenue growth, driven by higher traffic volumes and a 29.6% increase in subscribers. This outcome was supported by MTN SA’s network leadership, with a 5G population coverage of 57%. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 7
Page 12
In line with prior guidance, the consumer prepaid segment was challenged in the first half, with service revenue lower by 1.7%. This was largely due to a decline in voice, which was relatively well managed, mitigated by prepaid data revenue which increased slightly. Voice revenue declined by 2.2%, reflecting an improvement in momentum in Q2 (which declined 2.0%) compared to the 2.3% decline recorded in Q1 2025. This was largely supported by the solid performance of the consumer postpaid segment, which delivered a 5.5% increase in voice revenue. Wholesale revenue increased by 3.1% for H1, led mainly by robust growth in fixed data and increased revenue from incoming voice traffic. The enterprise business maintained its consistent quarterly run of strong double-digit growth, resulting in H1 service revenue increasing by 11.6%. This result was primarily driven by core mobile offerings such as bulk SMS, connectivity and converged solutions. The continued acceleration of mobile advertising helped to soften the overall decline of 2.1% in the digital services business. The performance was driven by lower prepaid recharges as well as reductions in content VAS and rich-media services. The fintech performance was relatively resilient, although revenue declined by 2.4%, with ongoing growth in insurance services. MTN SA launched attractive propositions like electricity lending and device rent-to-own, which are geared towards accelerating advanced services offerings beyond the insurance business. MTN SA’s EBITDA decreased by 3.9% (down 1.5% excluding the gain from the disposal of towers and the proceeds from the sale of device insurance book). The EBITDA margin decreased by 0.1pp to 36.5% (up 0.8pp to 36.5% excluding the gain on disposal of towers and the proceeds from the sale of the device insurance book). MTN SA outlook MTN SA started to implement initiatives to accelerate its prepaid business segment, including product refinement and targeted pricing (regional and personal bundle offerings), as well as channel optimisation. In postpaid, MTN SA will focus on enhanced branding and build on the encouraging momentum in the home business, with a focus on scaling FWA and FTTH penetration. More broadly, the business is driving efficiencies through device financing models, which will also support faster data growth, as well as network sharing initiatives and other cost management programmes. Based on current assumptions regarding market conditions and outlook in South Africa, MTN SA’s medium-term guidance has been revised to: service revenue growth of ‘low to mid-single digits’ (from ‘mid-single digits’), and EBITDA margin of ‘35-37%’ (from ’37-39%’). As the programmes being implemented by the business gain traction, it is anticipated that MTN SA's performance will improve toward the upper end of targeted topline and profitability ranges over the medium term. Results overview continued Results overview for the six months ended 30 June 2025 8
Page 13
MTN Nigeria • Service revenue increased by 54.1%* • Data revenue increased by 68.5%* • Voice revenue increased by 39.9%* • Digital revenue increased by 60.2%* • Fintech revenue increased by 71.2%* • EBITDA decreased by 117.5%* • EBITDA margin increased by 14.7pp to 50.4%* • Capex of R11.8 billion on IFRS 16 reported basis (R7.3 billion ex-leases) as investments accelerated in H1 MTN Nigeria delivered strong growth in service revenue in H1 2025, reflecting the successful execution of previously-communicated strategic priorities and notable improvements in macroeconomic conditions. The result was driven by robust demand for services, proactive CVM and price adjustments implemented mainly in Q2. In support of its growth, MTN Nigeria accelerated investment in the network to enhance its capacity, coverage and quality of experience. Service revenue increased by 54.1%*, YoY, supported by strong demand and the full effect of the price adjustments over the latter part of the period. Cost pressures were mitigated through the revised IHS tower lease agreement, relative naira stability and sustained progress in underlying expense efficiency initiatives. Data revenue rose by 68.5%*, supported by growth in the active user base, higher data traffic and price adjustments. Data traffic grew by 41.2%, while the average usage per subscriber increased by 26.3% YoY to 13.2GB. MTN Nigeria added approximately 3.7 million smartphones to the network in H1, raising smartphone penetration to 62.6%, up 4.3pp from December 2024. Voice revenue increased by 39.9%*, driven by a growing subscriber base, price adjustments and the continued focus on CVM initiatives. These factors helped sustain momentum in the voice segment despite a Nigerian industry-wide directive limiting third-party agents to one SIM registration per customer. The enterprise business recorded a 40.4%* increase in revenue, supported by growth in fixed connectivity, data services and converged solutions. MTN Nigeria’s digital services business recorded revenue growth of 60.2%*. Fintech revenue grew by 71.2%*, primarily driven by the strong performance of the MTN Nigeria airtime lending product (XtraTime) and growth in advanced services, supported by the onboarding of high-value customers. The active wallet base declined by 6.1% to 2.7 million compared to December 2024. However, MTN Nigeria recorded a rebound in Q2 with the addition of approximately 562 000 new wallets. The number of active agents increased by 49.7% and merchants by 3.5% compared to December 2024. EBITDA rose by 117.5%* with the EBITDA margin expanding by 14.7pp* to 50.4*%, demonstrating the strong MTN Nigeria operating leverage and improved cost efficiency. MTN Nigeria reported a PAT of R4.9 billion marking a strong recovery from the loss after tax recorded in the prior year of R8.2 billion. Consequently, shareholders’ equity at MTN Nigeria improved to approximately negative R0.6 billion (December 2024: negative R5.7 billion). As a result of the strong momentum in the MTN Nigeria business performance, the FY 2025 guidance was revised up to target service revenue growth of ‘at least low-50%’ and EBITDA margin of ‘at least low-50%’. MTN Nigeria is on track to restore positive retained earnings and net asset positions by the end of Q3 2025. Following the H1 2025 acceleration of capex deployment, this is expected to moderate in the second half in line with MTN Nigeria’s FY 2025 objective, and help drive a stronger FCF trajectory in H2 2025. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 9
Page 14
Southern and East Africa (SEA) • Service revenue increased by 21.9%* • Data revenue increased by 41.4%* • Voice revenue increased by 11.9%* • Digital revenue increased by 5.6%* • Fintech revenue increased by 21.7%* • EBITDA increased by 29.8%* • EBITDA margin increased by 3.1pp to 48.1%* • Capex of R2.1 billion on IFRS 16 reported basis (R1.7 billion, ex-leases) The SEA region delivered a 21.9%* increase in service revenue on the back of robust growth in data (up 41.4%*) and fintech (up 21.7%*). Data and fintech now contribute 29.3% and 30.8%*, respectively, to overall SEA service revenue. EBITDA rose by 29.8%*, with a 3.1pp* gain in EBITDA margin to 48.1%*. We are encouraged by the momentum in some of the markets within the SEA region, such as MTN Rwanda, MTN Zambia and MTN South Sudan. This reflects the effectiveness of interventions implemented in the operations to improve performance. The SEA region reported growth in total subscribers of 6.5% to 43.6 million, active data subscribers of 16.7% to 18.0 million and MoMo MAU of 9.4% to 23.7 million. MTN Uganda reported its H1 results on 11 August 2025, which reflected solid momentum in key commercial and financial metrics. Service revenue grew by 13.3%*, with robust growth in data and fintech. Data revenue rose by 31.4%*, supported by increased adoption of data plans as well as MTN Uganda’s compelling device financing proposition Pay Mpola Mpola . This helped to expand the active subscriber base by 23.4%, which drove data traffic growth of 42.6%. Voice revenue was stable, up 0.4%*, with overall growth adversely impacted by lower incoming voice revenue due to lower MTRs. MTN Uganda’s outgoing voice revenue grew by 4.7%*. Refreshed voice proposition with enhanced bundle offerings supported a 10.2% growth in mobile subscribers to 22.8 million. Fintech revenue increased by 18.6%*, with transaction volume on the MTN Uganda platform up by 20.0% to 2.4 billion and transactions value up 43.9%*. The agent network grew by 13.7% to 218.6k as MTN Uganda addressed float management to drive platform usage in a highly competitive market. Advanced services revenues increased by 26.3%*. MTN Uganda EBITDA grew by 17.8%* reflecting progress in the continued implementation of our operational efficiency initiatives. This was aided by currency and inflation stability, which enabled better operating cost containment. As a result, MTN Uganda achieved a margin expansion of 2.2pp* to 53.7%*. Results overview continued Results overview for the six months ended 30 June 2025 10
Page 15
West and Central Africa (WECA) • Service revenue increased by 17.0%* • Data revenue increased by 29.5%* • Voice revenue decreased by 2.5%* • Digital revenue increased by 3.2%* • Fintech revenue increased by 26.4%* • EBITDA increased by 28.3%* • EBITDA margin increased by 4.0pp to 45.8%* • Capex of 9.1 billion on IFRS 16 reported basis (8.2 billion, ex-leases) WECA showed a 17.0%* improvement in service revenue, against a blended average inflation rate for the region of 11.6%, driven by robust performances in data (up 29.5%*) and fintech (26.4%*). Total subscribers in the region increased by 1.8% to 70.0 million for H1 2025, active data subscribers were up 13.2% to 39.2 million, and MoMo MAU was up 3.6% to 35.7 million. Within WECA, MTN Ghana reported continued strong growth in its commercial and financial metrics, while MTN Cameroon showed pleasing momentum in its overall performance. We are also encouraged by the pick-up in MTN Côte d’Ivoire’s profitability, reflecting the benefits of the ongoing interventions in the market to restore performance. EBITDA for the region rose by 28.3%* and the EBITDA margin expanded by 4.0pp* to 45.8%*. MTN Ghana released its H1 results on 31 July 2025 and reported service revenue growth of 39.9%*. This growth was mainly driven by expansion in data, voice and MoMo services. Data revenue increased by 50.2%* primarily attributed to an 11.0% increase in the number of active subscribers, along with a continued strong rise in usage and data traffic (up 56.1%). Voice revenue increased by 13.2%* driven by a 6.5% increase in mobile subscribers, supported by ongoing CVM initiatives, which enhanced the value MTN Ghana offers to customers. Digital revenue grew by 91.2%* due to a 21.9% YoY rise in active digital subscribers to 5.7 million and increased engagement from the user base, spurred by video streaming and gaming services. Fintech revenue increased by 43.3%*, supported by a 7.4% YoY rise in monthly active users to 17.7 million. Revenue from basic services grew by 35.5%*, while revenue from advanced services increased by 67.9%*. The expansion of advanced services was largely driven by digital payments and lending services, which helped to drive the contribution of fintech revenue to MTN Ghana’s total service revenue to 25.8%* (from 25.2%*) in the first half of 2025. MTN Ghana’s EBITDA increased by 46.0%* during the period, with a margin expansion of 2.5pp* to 58.5%*. MTN Cameroon delivered expansion in service revenue of 18.4%* in the first half, through focused commercial execution with gains in data, voice and fintech. EBITDA grew by 39.5%*, reflecting a 6.5pp* improvement in margin to 43.5%*. MTN Côte d’Ivoire's service revenue was 0.7%* lower, as the business continued to navigate competitive market conditions. EBITDA, however, showed an encouraging trajectory and was up by 4.6%* with an improved margin of 34.8%* (up 1.8pp*). MTN Côte d’Ivoire demonstrated encouraging signs of recovery in its operations, including stability in its subscriber base market share trajectory. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 11
Page 16
Middle East and North Africa (MENA) • Service revenue increased by 613.5%* • Data revenue increased by 904.5%* • Voice revenue increased by 456.4%* • Digital revenue increased by 450.0%* • Fintech revenue was flat for H1 • EBITDA increased by 298.5%* • EBITDA margin increased to 29.4%* • Capex of R224 million on IFRS 16 reported basis (R224 million, ex-leases) MTN Sudan demonstrated a significantly improved performance, despite the ongoing conflict in the country, with an encouraging proportion of sites brought back online in the period. This contributed to an impressive service revenue growth of 613.5%* with an EBITDA margin of 29.4%* (from a loss position in H1 2024). Associates, joint ventures and investments Irancell, our 49%-held equity-accounted investment, increased service revenue by 22.6%* and the EBITDA margin up 2.6pp to 44.0%*. The equity-accounted profits of Irancell increased by 29.9%*. Results overview continued Results overview for the six months ended 30 June 2025 12
Page 17
UPDATES ON SIGNIFICANT REGULATORY AND LEGAL CONSIDERATIONS MTN files for leave to appeal Supreme Court of Appeal (SCA) judgment in Turkcell case On 29 April 2025, the SCA handed down judgment in which it upheld MTN’s argument that Iranian law is the applicable law in respect of East Asian Consortium B.V.’s (EAC) claim. However, the SCA also granted EAC’s appeal in respect of the jurisdiction ruling made by the High Court. MTN has filed its application for Leave to Appeal in relation to the jurisdictional issues to the South African Constitutional Court. Update on Anti-terrorism Act (ATA) litigation – Chand and Davis The Chand and Davis cases were filed on 27 March 2022 on behalf of American service members and civilians who were injured or killed in Iraq and Afghanistan between 2005 and 2010. The plaintiffs’ complaints allege that MTN supported anti-American militias in Iraq and Afghanistan through its participation in Irancell. MTN is a 49% minority non-controlling shareholder in Irancell. Jurisdictional discovery in the cases, ordered in July 2023, has now closed and the plaintiffs filed an amended complaint on 6 August 2025. The amended complaint now includes additional claims against MTN, which are similar to those asserted in the three other pending ATA cases in which MTN is involved. MTN will file a Motion to Dismiss the amended complaint. MTN has deep sympathy for those who have been injured or lost loved ones as a result of the tragic conflicts in Iraq and Afghanistan. The Group conducts its business in a responsible and compliant manner in all its territories and will defend its position where necessary. US Department of Justice (DoJ) investigation MTN has been approached, through its external US counsel, regarding a DoJ grand jury investigation relating to MTN Group, its former subsidiary in Afghanistan and Irancell. MTN is cooperating with the DoJ and voluntarily responding to requests for information. The Company will update the market as appropriate on any material developments in the matter. OUTLOOK The strong performance of the business in H1 sets us on a good footing to drive growth momentum in the remainder of 2025 and beyond. We remain firmly committed to delivering on our medium-term objectives and unlocking value for our stakeholders. While we remain vigilant to ongoing global geopolitical uncertainties, the prevailing stabilisation of macroeconomic indicators in key markets is supportive of our ambitions. Accelerating our operations MTN SA continues to navigate an environment characterised by elevated competitive intensity and ongoing pressure on consumers. The medium-term target for service revenue growth has been revised to ‘low to mid-single-digit’ growth (from ‘mid-single-digit’), and a range of ‘35-37%’ for the EBITDA margin (from ’37-39%’). We continue to implement the interventions to accelerate the MTN SA performance, particularly within the prepaid segment, which we expect to drive improvements in topline growth and EBITDA margin towards the upper end of the targeted ranges over the medium term. We are constructive on the growth outlook for MTN Nigeria and the opportunities within its evolving operating environment. We anticipate continued momentum in MTN Nigeria’s service revenue, supported by sustained usage and user base growth, backed by new propositions and market expansion initiatives. MTN Nigeria upgraded its FY 2025 guidance and now targets service revenue growth of ‘at least low-50%’ and EBITDA margin of ‘at least low-50%’. For the medium term (from 2026 onwards), MTN Nigeria targets average service revenue growth of ‘at least low-20%’ and EBITDA margin in the ‘53-55%’ range based on current economic assumptions and no price adjustments. We anticipate that MTN Nigeria will restore positive retained earnings and net asset positions by the end of Q3 2025. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 13
Page 18
MTN Ghana will build on the positive commercial momentum achieved in H1 2025 and continue to implement its commercial strategies. This includes driving user experience and usage of data and fintech services to sustain its growth trajectory. The business will continue to focus on the effective management of its costs to support profitability. MTN Ghana raised its medium-term guidance and now targets service revenue growth of ‘mid- to-upper thirties’ in percentage terms, and EBITDA margins in the ‘mid-to-high 50s’ percent. Within the Markets portfolio, we are focused on continuing the solid momentum in operations such as MTN Uganda, MTN Cameroon and MTN South Sudan. We also remain committed to sustaining the encouraging turnarounds in markets like MTN Côte d'Ivoire, MTN Rwanda and MTN Zambia. In the fintech platform, we have noted an increased competitive intensity in various markets, however the priority is to continue leveraging our partnerships to accelerate the scale and commercial monetisation of the business. We continue to implement initiatives to expand the ecosystem in a way that safeguards quality and stickiness, which is the cornerstone of our fintech’s medium to long-term growth outlook. In Nigeria, the work remains ongoing to drive the recovery of MoMo PSB over the medium term, with a focus on growing wallets and transaction volumes, as well as expanding advanced services. We are also investing in the development of new payment use cases aimed at enhancing wallet stickiness and driving recurring usage. We will continue the work on structural separation of our fintech business with a focus on completing the shareholder and regulatory processes for Ghana, Uganda and Nigeria. Disciplined capital allocation underpins our balance sheet health and flexibility We are committed to maintain the health of our balance sheet, which enables the execution of our strategy and provides the flexibility to navigate the volatility that may stem from our operating environment. We have made good progress in our EEP and remain firmly on track to deliver on our target of R7-8 billion in cost savings between 2024-2026. Medium-term guidance We are steadfast in our focus to drive the growth of our business, supported by continued investment. We anticipate deploying capex of R33-38 billion for FY 2025 (from R30-35 billion), mainly reflecting forex rate impacts from MTN Ghana. Our investment case is underpinned by the structural demand for data and fintech services in our markets, and the strength of our overall portfolio. In light of the strong momentum in our business, and based on current assumptions, we revise up our medium-term guidance framework for the Group as follows: • MTN Group service revenue growth: ‘at least high-teens’ (from ‘at least mid-teens’) • MTN South Africa service revenue growth: ‘low to mid-single digit’ (from ‘mid-single- digit’) • MTN Nigeria service revenue growth: ‘at least low-20%’ (from ‘at least 20%’) • Fintech service revenue growth: ‘high-20% to low-30%’ (unchanged) • Holdco leverage: 1.5x or below (unchanged) • Adjusted ROE: Improvement towards 25% (unchanged) Results overview continued Results overview for the six months ended 30 June 2025 14
Page 19
UNWIND OF MTN ZAKHELE FUTHI (MTNZF) SCHEME On 13 June 2025, we announced that the MTNZF board determined it to be an opportune time to fully unwind the 2016 MTN Broad-Based Black Economic Empowerment Scheme operated through MTNZF Scheme and settle its funding obligations. This was implemented through an accelerated bookbuild offering, resulting in a placement of 1.26% of the total issued ordinary shares of MTN at the time. In terms of IFRS Accounting Standards the Group’s issued number of shares increased by approximately 23.8 million shares, which mainly affects H2 from an earnings per share perspective. MTN remains firmly committed to transformation and the creation of shared value in the markets we serve and will continue our work to improve the lives of South Africans. H1 2025 WEBCAST MTN will be hosting a webcast and presentation today, Monday, 18 August 2025, where we will be unpacking the Group’s performance for the half-year period ended 30 June 2025. To participate, please register here: https://themediaframe.com/mediaframe/ webcast.html?webcastid=H9kg48x7 For and on behalf of the board MH Jonas – Group Chairman RT Mupita – Group President and CEO TBL Molefe – Group CFO 18 August 2025 Fairland Lead sponsor J.P. Morgan Equities (SA) Proprietary Limited Joint sponsor Tamela Holdings Proprietary Limited Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 15
Page 20
ABBREVIATIONS: • cedi: Ghanaian cedi • CVM: Customer value management • EEP: Expense efficiency programme • FCF: Free cash flow • FTTH: Fibre to the Home • FWA: Fixed wireless access • FY 2025: The financial year ended 31 December 2025 • GB: Gigabyte • H1: Refers to H1 2025 unless otherwise specified • Holdco leverage: Holdco net debt (including Bayobab)/SA EBITDA + cash upstreaming • ICT: Information and communication technologies • JV: Joint Venture • Markets: Refers to name of our regions incorporating WECA and SEA, as compared to ‘markets’ in the general sense. • MTR: Mobile termination rate • naira: Nigerian naira • OpFCF: Operating free cash flow • OTT: Over-the-Top • PAT: Profit after tax • PB: Petabyte • PPE: Property, plant and equipment • PSB: Payment service bank • ROE: Return on equity • SIM: Subscriber Identity/Identification Module • YoY: Year-on-year • VAS: Value-added services Results overview continued Results overview for the six months ended 30 June 2025 16
Page 21
Results overview Results presentation Appendices Data sheets Notes Results overview for the six months ended 30 June 2025 17
Page 22
Notes Results overview for the six months ended 30 June 2025 18
Page 23
Results overview Results presentation Appendices Data sheets Notes Results overview for the six months ended 30 June 2025 19
Page 24
Notes Results overview for the six months ended 30 June 2025 20
Page 25
Results overview: Key financial tables for the six months ended 30 June 2025
Page 26
Notes Results overview for the six months ended 30 June 2025 22
Page 27
Capex guidance 2025 We are targeting capex (ex-leases) of R33 – 38 billion, based on current currency assumptions, for FY 2024 and capex intensity over the medium term in the 15 – 18% range. Results overview Results presentation Appendices Data sheets Results overview continued Results overview for the six months ended 30 June 2025 23 Capex (ex-leases) R33 – 38 billion 18% 31% 9% 33% 1% 3% 4% Capex IFRS 16 R43 – 48 billion 17% 35% 10% 31% 0% 3% 4% n South Africa n Nigeria n SEA n WECA n MENA n Bayobab n Manco and other
Page 28
FINANCIAL REVIEW Headline earnings reconciliation Rm IFRS reported H1 25 Impairment of goodwill, PPE and associates1 Impairment loss on remeasure- ment of disposal group2 (Gain)/loss on disposal/ dilution of investment in JV/associate/ subsidiary and fair value gain on acquisition of subsidiary3 Net (gain)/ loss (after tax) on disposal of SA towers4 Other5 Headline earnings Hyperinflation (excluding impairments)6 Impact of foreign exchange losses and gains7 Reversal of deferred tax asset8 Other non- operation al items9 Adjusted H1 25 % movement H1 25 Revenue 109 261 – – – – – 109 261 (5 708) – – – 103 553 12.9% Other income 7 – – – 13 – 20 (1) – – – 19 (93.2%) EBITDA before once-off items 46 642 2 235 – – 13 31 48 921 (3 136) – – 214 45 999 35.8% Depreciation, amortisation and impairment of goodwill (20 430) – – – – – (20 430) 3 280 – – – (17 150) 6.9% EBIT 26 212 2 235 – – 13 31 28 491 144 – – 214 28 849 61.8% Net finance cost (7 088) – – – – – (7 088) 136 (1 031) – – (7 983) 20.4% Hyperinflationary monetary gain/(loss) 520 – – – – – 520 (520) – – – – 0.0% Share of results of associates and joint ventures after tax 1 686 – – – – (4) 1 682 (318) 72 – – 1 436 (7.5%) Profit/(loss) before tax 21 330 2 235 – – 13 27 23 605 (558) (959) – 214 22 302 74.8% Income tax expense (8 957) (3) – – (4) (9) (8 973) 266 142 632 552 (7 381) 41.9% Profit/(loss) after tax 12 373 2 232 – – 9 18 14 632 (292) (817) 632 766 14 921 97.6% Non-controlling interests (2 628) (337) – – – 1 (2 964) 20 32 – (132) (3 044) 266.7% Attributable profit/(loss) 9 745 1 895 – – 9 19 11 668 (272) (785) 632 634 11 877 76.7% EBITDA Margin 42.7% 44.8% 44.4% Effective tax rate 42.0% 38.0% 33.1% Results overview Results presentation Appendices Data sheets Results overview continued Results overview for the six months ended 30 June 2025 24 Results overview for the six months ended 30 June 2025 25
Page 29
FINANCIAL REVIEW continued Headline earnings reconciliation continued Rm IFRS reported H1 24 Impairment of goodwill, PPE and associates1 Impairment loss on remeasure- ment of disposal group2 (Gain)/loss on disposal/ dilution of investment in JV/associate/ subsidiary and fair value gain on acquisition of subsidiary3 Net (gain)/ loss (after tax) on disposal of SA towers4 Other5 Headline earnings Hyperinflation (excluding impairments)6 Impact of foreign exchange losses and gains7 Reversal of deferred tax asset8 Other non- operational items9 Adjusted H1 24 H1 24 Revenue 90 842 – – – – – 90 842 871 – – – 91 713 Other income 1 307 – – (1 018) (11) – 278 1 – – – 279 EBITDA before once-off items 29 929 3 807 146 (1 018) (11) (35) 32 818 606 – – 454 33 878 Depreciation, amortisation and impairment of goodwill (18 189) 437 – – – – (17 752) 1 707 – – – (16 045) EBIT 11 740 4 244 146 (1 018) (11) (35) 15 066 2 313 – – 454 17 833 Net finance cost (22 956) – – – – – (22 956) 88 16 238 – – (6 630) Hyperinflationary monetary gain/(loss) 276 – – – – – 276 (276) – – – – Share of results of associates and joint ventures after tax 1 892 – – – – (4) 1 888 (390) 55 – – 1 553 Profit/(loss) before tax (9 048) 4 244 146 (1 018) (11) (39) (5 726) 1 735 16 293 – 454 12 756 Income tax expense (629) – – – 3 – (626) (377) (4 700) 500 – (5 203) Profit/(loss) after tax (9 677) 4 244 146 (1 018) (8) (39) (6 352) 1 358 11 593 500 454 7 553 Non-controlling interests 2 287 (580) – – – 2 1 709 (325) (2 214) – – (830) Attributable profit/(loss) (7 390) 3 664 146 (1 018) (8) (37) (4 643) 1 033 9 379 500 454 6 723 EBITDA Margin 32.9% 36.1% 36.9% Effective tax rate (7.0%) (10.9%) 40.8% 1 Represents the exclusion of the impact of goodwill, PPE, intangibles and joint venture impairments. H1 25: PPE (R1 661 million) and intangibles (R234 million); H1 24: Goodwill (Ayo Group: R437 million), PPE (R2 822 million) and Intangibles (R405 million). 2 Represents the impairment loss on remeasurement of disposal group. H1 25: (R0 million); H1 24: Afghanistan (R146 million). 3 Represents the gain on disposal/dilution of investment in JV/associate/subsidiary and fair value gain on acquisition of subsidiary. H1 25: (R0 million); H1 24: Gain on disposal of Afghanistan (R1 018 million). 4 Represents net loss/(gain) (after tax) on disposal of SA towers. (H1 25: R9 million loss; H1 24: R8 million gain). 5 Represents the net profit/loss on disposal of PPE and intangibles. H1 25: PPE (R18 million loss), intangibles (R5 million loss) and share of results from Iran (R4 million profit); H1 24: PPE (R33 million profit) and share of results from Iran (R4 million profit). 6 The impact of hyperinflation is excluded for the operations that are currently accounted for on a hyperinflationary basis (MTN Irancell, MTN Sudan, MTN South Sudan and MTN Ghana), as well as those that have previously been accounted for on a hyperinflationary basis. The economy of Iran was assessed to be hyperinflationary effective 1 January 2020 and hyperinflation accounting has since been applied. The economy of Sudan was assessed to be hyperinflationary during 2018 and hyperinflation accounting has since been applied. The economy of South Sudan was assessed to be hyperinflationary effective 1 January 2016 and hyperinflation accounting has since been applied. The economy of Ghana was assessed to be hyperinflationary effective 1 January 2023 and hyperinflation accounting has since been applied. 7 Adjustment for the net forex (gains)/losses impacting earnings for the respective periods. (H1 25: forex gain of R785 million; H1 24: forex loss of R9 379 million.) This includes the impact of forex in Iran. 8 Represents reversal of deferred tax asset (H1 25: R632 million – aYoba; H1 24: R500 million – Mauritius). 9 Represents other non-operational items relating to H1 25: fintech separation costs and ATA matters of R268 million, reversal of accruals of warranties and indemnities of R54 million and Uganda once off Tax settlement of R420 million; H1 24: fintech separation costs and ATA matters of R454 million. Results overview Results presentation Appendices Data sheets Results overview continued Results overview for the six months ended 30 June 2025 26 Results overview for the six months ended 30 June 2025 27
Page 30
GROUP REVENUE BY COUNTRY Table 1: Group revenue by country Actual (Rm) Prior (Rm) Reported % change Constant currency % change Contribution to revenue % South Africa 25 240 26 198 (3.7) (3.7) 23.1 Nigeria 28 412 20 667 37.5 54.0 26.0 SEA 13 383 11 986 11.7 21.6 12.2 Uganda 8 668 7 456 16.3 13.1 7.9 Other SEA 4 715 4 530 4.1 41.1 4.3 WECA 33 057 29 524 12.0 17.1 30.3 Ghana 15 432 11 347 36.0 39.8 14.1 Cameroon 6 402 5 457 17.3 18.6 5.9 Côte d'Ivoire 4 792 4 899 (2.2) (1.0) 4.4 Other WECA 6 431 7 821 (17.8) (7.6) 5.9 MENA 913 736 24.0 613.3 0.8 Sudan 913 238 283.6 613.3 0.8 Afghanistan – 498 (100.0) 0.0 0.0 Bayobab 4 780 5 678 (15.8) (14.0) 4.4 Head offices and eliminations (2 232) (3 076) (2.0) Total 103 553 91 713 12.9 19.5 94.8 Hyperinflation 5 708 (871) 5.2 Total reported 109 261 90 842 20.3 19.5 100.0 Results overview continued Results overview for the six months ended 30 June 2025 28
Page 31
GROUP SERVICE REVENUE BY COUNTRY Table 2: Group service revenue by country Actual (Rm) Prior (Rm) Reported % change Constant currency % change Contribution to service revenue % South Africa 21 604 21 110 2.3 2.3 20.6 Nigeria 28 227 20 523 37.5 54.1 26.9 SEA 13 224 11 822 11.9 21.9 12.6 Uganda 8 583 7 371 16.4 13.3 8.2 Other SEA 4 641 4 451 4.3 42.0 4.4 WECA 32 919 29 403 12.0 17.0 31.3 Ghana 15 389 11 302 36.2 39.9 14.6 Cameroon 6 355 5 424 17.2 18.4 6.0 Côte d'Ivoire 4 783 4 878 (1.9) (0.7) 4.6 Other WECA 6 392 7 799 (18.0) (8.0) 6.1 MENA 899 730 23.2 613.5 0.9 Sudan 899 235 282.6 613.5 0.9 Afghanistan – 495 (100.0) 0.0 0.0 Bayobab 4 780 5 678 (15.8) (14.0) 4.5 Head offices and eliminations (2 232) (3 076) (2.1) Total 99 421 86 190 15.4 22.4 94.6 Hyperinflation 5 690 (867) 5.4 Total reported 105 111 85 323 23.2 22.4 100.0 Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 29
Page 32
GROUP REVENUE BY SEGMENT Table 3: Group revenue by segment Actual (Rm) Prior (Rm) Reported % change Constant currency % change Contribution to revenue % Outgoing voice1 26 607 25 150 5.8 14.8 24.4 Incoming voice2 3 891 4 423 (12.0) (6.2) 3.6 Data3 44 662 35 346 26.4 34.3 40.9 Digital4 1 752 1 599 9.6 15.0 1.6 Fintech5 13 327 10 961 21.6 24.9 12.2 SMS 1 953 1 743 12.0 19.6 1.8 Devices 4 132 5 523 (25.2) (24.7) 3.8 Wholesale6 4 663 4 355 7.1 8.2 4.3 Other 2 566 2 613 (1.8) 3.3 2.3 Total 103 553 91 713 12.9 19.5 94.8 Hyperinflation 5 708 (871) 5.2 Total reported 109 261 90 842 20.3 19.5 100.0 1 Excludes international roaming and wholesale. 2 Includes local and international roaming and excludes wholesale. 3 Includes mobile and fixed access data and excludes roaming and wholesale. 4 Includes rich media services, content VAS, e-commerce and mobile advertising. 5 Includes Xtratime and mobile financial services. 6 Includes domestic wholesale, voice, SMS and data, leased lines and BTS rentals. Results overview continued Results overview for the six months ended 30 June 2025 30
Page 33
GROUP DATA REVENUE BY COUNTRY Table 4: Group data revenue1 Actual (Rm) Prior (Rm) Reported % change Constant currency % change South Africa 10 479 10 044 4.3 4.3 Nigeria 14 687 9 760 50.5 68.5 SEA 3 874 3 054 26.9 41.4 Uganda 2 467 1 828 35.0 31.4 Other SEA 1 407 1 226 14.8 63.4 WECA 14 997 12 046 24.5 29.5 Ghana 8 137 5 527 47.2 50.2 Cameroon 2 876 2 177 32.1 33.5 Côte d'Ivoire 1 877 1 698 10.5 11.9 Other WECA 2 107 2 644 (20.3) (9.6) MENA 442 307 44.0 904.5 Sudan 442 84 426.2 904.5 Afghanistan – 223 (100.0) 0.0 Bayobab 3 4 (25.0) (25.0) Head offices and eliminations 180 131 Total 44 662 35 346 26.4 34.3 Hyperinflation 2 957 (465) Total reported 47 619 34 881 36.5 34.3 1 Includes mobile and fixed access data and excludes roaming and wholesale. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 31
Page 34
GROUP FINTECH REVENUE BY COUNTRY Table 5: Group Fintech revenue2 Actual (Rm) Prior (Rm) Reported % change Constant currency % change South Africa 838 859 (2.4) (2.4) Nigeria 993 649 53.0 71.2 SEA 4 068 3 428 18.7 21.7 Uganda 2 640 2 166 21.9 18.6 Other SEA 1 428 1 262 13.2 27.8 WECA 7 332 5 929 23.7 26.4 Ghana 3 971 2 835 40.1 43.3 Cameroon 1 192 1 055 13.0 14.3 Côte d'Ivoire 416 470 (11.5) (10.5) Other WECA 1 753 1 569 11.7 15.3 MENA – 9 (100.0) 0.0 Sudan – 1 (100.0) 0.0 Afghanistan – 8 (100.0) 0.0 Bayobab 5 1 400.0 400.0 Head offices and eliminations 91 86 Total 13 327 10 961 21.6 24.9 Hyperinflation 1 389 (242) Total reported 14 716 10 719 37.3 24.9 2 Includes Xtratime and mobile financial services. Results overview continued Results overview for the six months ended 30 June 2025 32
Page 35
GROUP DIGITAL REVENUE BY COUNTRY Table 6: Group digital revenue3 Actual (Rm) Prior (Rm) Reported % change Constant currency % change South Africa 655 669 (2.1) (2.1) Nigeria 583 408 42.9 60.2 SEA 57 56 1.8 5.6 Uganda 33 29 13.8 10.0 Other SEA 24 27 (11.1) 0.0 WECA 445 452 (1.5) 3.2 Ghana 262 142 84.5 91.2 Cameroon 67 124 (46.0) (45.1) Côte d'Ivoire 83 158 (47.5) (46.8) Other WECA 33 28 17.9 106.3 MENA 11 11 0.0 450.0 Sudan 11 4 175.0 450.0 Afghanistan – 7 (100.0) 0.0 Bayobab – – 0.0 0.0 Head offices and eliminations 1 3 Total 1 752 1 599 9.6 15.0 Hyperinflation 88 (14) Total reported 1 840 1 585 16.1 15.0 3 Includes rich media services, content VAS, e-commerce and mobile advertising. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 33
Page 36
COST ANALYSIS Table 7: Cost analysis Actual (Rm) Prior (Rm) Reported % change Constant currency % change % of revenue Handsets and other accessories 4 421 6 016 (26.5) (25.7) 4.0 Interconnect 3 404 4 330 (21.4) (15.7) 3.1 Roaming 837 983 (14.9) (11.9) 0.8 Commissions 7 614 6 982 9.1 14.6 7.0 Government and regulatory costs 3 821 3 754 1.8 9.6 3.5 VAS/Digital revenue share 1 885 1 577 19.5 25.2 1.7 Service provider discounts 1 909 1 612 18.4 25.7 1.7 Network and IS maintenance 18 521 18 208 1.7 12.9 17.0 Marketing 1 459 1 741 (16.2) (12.2) 1.3 Staff costs 7 560 6 867 10.1 15.8 6.9 Other opex 6 390 6 468 (1.2) 4.5 5.8 Total 57 821 58 538 (1.2) 5.5 52.9 Impairment loss on remeasurement of disposal group – 146 0.0 Hyperinflation 4 805 3 535 4.4 Total reported 62 626 62 219 0.7 5.5 57.3 Results overview continued Results overview for the six months ended 30 June 2025 34
Page 37
GROUP EBITDA BY COUNTRY Table 8: Group EBITDA by country Actual (Rm) Prior (Rm) Reported % change Constant currency % change South Africa 9 219 9 566 (3.6) (3.6) Nigeria 14 326 7 377 94.2 117.5 SEA 6 436 5 268 22.2 29.8 Uganda 4 652 3 842 21.1 17.8 Other SEA 1 784 1 426 25.1 77.0 WECA 15 128 11 886 27.3 28.3 Ghana 9 025 6 371 41.7 46.0 Cameroon 2 785 2 021 37.8 39.5 Côte d'Ivoire 1 668 1 621 2.9 4.6 Other WECA 1 650 1 873 (11.9) (18.2) MENA 268 (83) 422.9 298.5 Sudan 268 (241) 211.2 298.5 Afghanistan – 158 (100.0) 0.0 Bayobab 884 591 49.6 54.8 Head offices and eliminations (510) (1 151) CODM EBITDA 45 751 33 454 36.8 42.3 Gain/(loss) on disposal of SA Towers (13) 11 Impairment loss on remeasurement of disposal group – (146) Afghanistan profit on sale – 1 018 Bissau gain on disposal – – Conakry loss on disposal – – Hyperinflation 904 (4 408) CODM EBITDA before impairment of goodwill and joint ventures 46 642 29 929 55.8 42.3 Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 35
Page 38
DEPRECIATION AND AMORTISATION Table 9: Group depreciation and amortisation Depreciation Amortisation Actual (Rm) Prior (Rm) Reported % change Constant currency % change Actual (Rm) Prior (Rm) Reported % change Constant currency % change South Africa 4 901 4 825 1.6 1.6 862 831 3.7 3.7 Nigeria 3 203 2 702 18.5 33.0 504 567 (11.1) (1.4) SEA 1 524 1 637 (6.9) (2.9) 433 441 (1.8) 5.4 Uganda 1 092 954 14.5 11.4 215 217 (0.9) (4.0) Other SEA 432 683 (36.7) (26.7) 218 224 (2.7) 16.6 WECA 4 014 3 560 12.8 14.4 982 907 8.3 9.6 Ghana 1 629 1 258 29.5 32.1 251 257 (2.3) (1.2) Cameroon 709 697 1.7 2.8 166 166 0.0 1.2 Côte d'Ivoire 889 858 3.6 4.7 306 262 16.8 18.6 Other WECA 787 747 5.4 6.8 259 222 16.7 17.7 MENA 36 26 38.5 140.0 36 19 89.5 260.0 Sudan 36 26 38.5 140.0 36 19 89.5 260.0 Afghanistan – – 0.0 0.0 – – 0.0 0.0 Bayobab 369 319 15.7 17.9 71 55 29.1 31.5 Head offices and eliminations (4) (8) 219 163 Total 14 043 13 061 7.5 11.2 3 107 2 983 4.2 8.0 Hyperinflation 2 727 1 537 553 171 Total reported 16 770 14 598 14.9 11.2 3 660 3 154 16.0 8.0 The Group’s depreciation and amortisation co sts increased by 14.9% and 16.0%, respectively, largely due to network equipment capex and spectrum additions, increase in sites roll out as well as lease modifications and new leases. Results overview continued Results overview for the six months ended 30 June 2025 36
Page 39
NET FINANCE COST Table 10: Net finance cost Actual (Rm) Prior (Rm) Reported % change Constant currency % change % of revenue Net interest paid/(received) 7 983 6 630 20.4 26.3 7.3 Net forex losses/(gains) (1 031) 16 238 (106.3) (107.8) (0.9) Total 6 952 22 868 (69.6) (64.3) 6.4 Hyperinflation 136 88 0.1 Total reported 7 088 22 956 (69.1) (64.3) 6.5 Net finance costs decreased by 64.3%* and 69.1% on a reported basis to R7.1 billion. Lower finance costs are predominantly driven by net forex gains (down 107.8%*, and 106.3% on a reported basis to forex gains of R1.0 billion) due to a decrease in net forex losses in Nigeria following the stable Naira and the Cedi appreciation against the US dollar and ZAR. The average cost of borrowing was 11.4% (2024: 12.7%) as a result of lower inflation and interest rates cuts across our markets. SHARE OF RESULTS OF ASSOCIATES AND JOINT VENTURES AFTER TAX We recorded a positive contribution of R1.7 billion from associates and joint ventures down 10.9% (up by 50.0%*) year-on-year. The contribution for H1 2025, in constant currency terms, was largely attributable to improved results from the Iran Internet Group (IIG) and USO adjustment. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 37
Page 40
TAXATION Table 11: Taxation Actual (Rm) Prior (Rm) Reported % change Constant currency % change Contribution to taxation % Normal tax 6 174 3 455 78.7 83.3 68.9 Deferred tax 1 806 (3 149) 157.4 179.4 20.2 Foreign income and withholding taxes 711 700 1.6 2.7 7.9 Total 8 691 1 006 763.9 386.3 97.0 Hyperinflation 266 (377) 3.0 Total reported 8 957 629 1324.0 386.3 100.0 The Group tax charges amounted to R9.0 billion in H1, against a profit before tax of R21.3 billion. The increase in the tax charge compared to prior year is due to the once off tax settlement in Uganda and the increased accounting profit before tax compared to an accounting loss for the same period in the prior year. The favourable profit before tax is mainly attributed to the positive growth in Nigeria, Ghana and other markets. Results overview continued Results overview for the six months ended 30 June 2025 38
Page 41
CAPITAL EXPENDITURE Table 12: Capital expenditure Actual (IFRS 16) Actual (ex-leases) Prior (ex-leases) Reported Constant currency (Rm) (Rm) (Rm) % change % change South Africa 3 813 3 180 4 625 (31.2) (31.2) Nigeria 11 760 7 251 1 948 272.2 318.6 SEA 2 103 1 674 1 891 (11.5) (6.3) Uganda 1 406 1 105 1 073 3.0 0.3 Other SEA 697 569 818 (30.4) (16.9) WECA 7 635 6 936 4 556 52.2 51.6 Ghana 3 509 3 022 2 264 33.5 27.8 Cameroon 1 706 1 507 533 182.7 188.7 Côte d'Ivoire 1 112 1 100 640 71.9 72.7 Other WECA 1 308 1 307 1 119 16.8 24.2 MENA 191 191 13 1 369.2 100.0 Sudan 191 191 – 100.0 100.0 Afghanistan – – 13 (100.0) 0.0 Bayobab 113 113 254 (55.5) (55.0) Head offices and eliminations 194 194 191 Total 25 809 19 539 13 478 45.0 50.6 Hyperinflation 1 491 1 260 (45) Total reported 27 300 20 799 13 433 54.8 50.6 Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 39
Page 42
FINANCIAL POSITION Table 13: Net debt analysis Cash and cash equivalents^ Interest- bearing liabilities Intercompany eliminations Net interest- bearing liabilities Net debt/ (cash) June 2025 Net debt/ (cash) December 2024 South Africa 1 228 28 911 (28 911) – (1 228) (17) Nigeria 5 626 9 430 – 9 430 3 804 6 897 SEA 1 782 3 843 (1 122) 2 721 939 684 Uganda 1 018 605 – 605 (413) (666) Other SEA 764 3 238 (1 122) 2 116 1 352 1 350 WECA 8 804 11 389 (1 491) 9 898 1 094 (363) Ghana 3 287 – – – (3 287) (4 120) Cameroon 2 423 1 736 – 1 736 (687) (297) Côte d'Ivoire 1 003 3 970 – 3 970 2 967 3 186 Other WECA 2 091 5 683 (1 491) 4 192 2 101 868 MENA 365 5 293 (5 293) – (365) (415) Sudan 365 5 293 (5 293) – (365) (415) Bayobab 888 86 18 104 (784) (765) Head offices, other and eliminations 15 703 52 372 1 52 373 36 670 35 500 Total 34 396 111 324 (36 798) 74 526 40 130 41 521 Iran 958 1 517 – 1 517 559 395 ^ Includes restricted cash and current investments. Results overview continued Results overview for the six months ended 30 June 2025 40
Page 43
The Group interim financial statements have been independently reviewed by the Group’s external auditor. The reviewed Group interim financial statements have been prepared by the MTN finance team under the guidance of the Group Finance Executive, S Perumal, CA(SA), and were supervised by the Group Chief Financial Officer, TBL Molefe, CA(SA). The results were made available on 18 August 2025. Results overview: Reviewed consolidated interim financial statements for the six months ended 30 June 2025
Page 44
TO THE SHAREHOLDERS OF MTN GROUP LIMITED We have reviewed the consolidated interim financial statements of MTN Group Limited, in the accompanying interim report on pages 43 to 76, which comprise the condensed consolidated statement of financial position as of 30 June 2025 and the related condensed consolidated income statement and condensed consolidated statements of comprehensive income, changes in equity and cash flows for the six months then ended and selected explanatory notes. DIRECTORS’ RESPONSIBILITY FOR THE INTERIM FINANCIAL STATEMENTS The directors are responsible for the preparation and presentation of these consolidated interim financial statements in accordance with the IFRS Accounting Standards as issued by the International Accounting Standards Board, IAS 34 Interim Financial Reporting , the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting Standards Council and the requirements of the Companies Act of South Africa, and for such internal control as the directors determine is necessary to enable the preparation of interim financial statements that are free from material misstatement, whether due to fraud or error. AUDITORS’ RESPONSIBILITY Our responsibility is to express a conclusion on these consolidated interim financial statements. We conducted our review in accordance with International Standard on Review Engagements (ISRE) 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity. ISRE 2410 requires us to conclude whether anything has come to our attention that causes us to believe that the consolidated interim financial statements are not prepared in all material respects in accordance with the applicable financial reporting framework. This standard also requires us to comply with relevant ethical requirements. A review of interim financial statements in accordance with ISRE 2410 is a limited assurance engagement. We perform procedures, primarily consisting of making inquiries of management and others within the entity, as appropriate, and applying analytical procedures, and evaluate the evidence obtained. The procedures in a review are substantially less than and differ in nature from those performed in an audit conducted in accordance with International Standards on Auditing. Accordingly, we do not express an audit opinion on these consolidated interim financial statements. CONCLUSION Based on our review, nothing has come to our attention that causes us to believe that the accompanying consolidated interim financial statements of MTN Group Limited for the six months ended 30 June 2025 are not prepared, in all material respects, in accordance with the IFRS Accounting Standards as issued by the International Accounting Standards Board, IAS 34 Interim Financial Reporting , the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting Standards Council and the requirements of the Companies Act of South Africa. Ernst and Young Inc. Director: EAL Botha Registered Auditor Johannesburg, South Africa 15 August 2025 Independent auditor’s review report on the consolidated interim financial statements Results overview for the six months ended 30 June 2025 42
Page 45
Six months ended Six months ended Financial year ended 30 June 30 June 31 December 2025 2024 2024 Reviewed Reviewed Audited Note Rm Rm Rm Revenue 7 109 261 90 842 188 001 Other income 7 289 585 Direct network and technology operating costs (19 139) (18 088) (35 957) Costs of handsets and other accessories (4 462) (6 029) (11 209) Interconnect and roaming costs (4 331) (5 292) (9 512) Staff costs (7 793) (6 823) (14 067) Selling, distribution and marketing expenses (13 527) (11 771) (24 138) Government and regulatory costs (4 115) (3 863) (7 444) Impairment and write-down of trade receivables and contract assets (777) (510) (2 528) Impairment loss on MTN Sudan's non-current assets 18 (2 233) (3 803) (11 722) Gain/(loss) on disposal of subsidiaries — 1 018 (653) Other operating expenses (6 249) (5 895) (11 912) Depreciation of property, plant and equipment (11 201) (10 600) (20 389) Depreciation of right-of-use assets (5 569) (3 998) (9 297) Amortisation of intangible assets (3 660) (3 154) (6 368) Impairment of goodwill — (437) (437) Impairment loss on remeasurement of non-current assets held for sale — (146) (146) Finance income 8 1 450 1 325 2 417 Finance costs 8 (9 510) (8 010) (18 350) Net foreign exchange gain/(loss) 8 972 (16 271) (18 879) Net monetary gain 520 276 2 853 Share of results of associates and joint ventures after tax 9 1 686 1 892 4 735 Profit/(loss) before tax 21 330 (9 048) (4 417) Income tax expense (8 957) (629) (6 790) Profit/(loss) after tax 12 373 (9 677) (11 207) Attributable to: Equity holders of the Company 9 745 (7 390) (9 592) Non-controlling interests 2 628 (2 287) (1 615) 12 373 (9 677) (11 207) Basic earnings per share (cents) 10 539 (409) (531) Diluted earnings per share (cents) 10 532 (409) (531) Results overview Results presentation Appendices Data sheets Condensed consolidated income statement for the Results overview for the six months ended 30 June 2025 43
Page 46
Six months ended Six months ended Financial year ended 30 June 30 June 31 December 2025 2024 2024 Reviewed Reviewed Audited Note Rm Rm Rm Profit/(loss) after tax 12 373 (9 677) (11 207) Other comprehensive income/(loss) (OCI) after tax Items that may be and/or have been reclassified to profit or loss: 17 205 (9 898) 5 447 Net investment hedges 16 425 9 (233) Foreign exchange movement on hedging instruments 582 12 (319) Normal tax (157) (3) 86 Exchange differences on translating foreign operations including the effect of hyperinflation1 16 780 (9 907) 5 680 Gains/(losses) arising during the year 16 780 (9 907) 5 553 Reclassification of foreign currency translation differences on loss of control and joint control — — 127 Items that will not be reclassified to profit or loss: 4 165 (2 211) (2 650) Gains/(losses) arising during the year on equity investments at fair value through OCI1,2 11 4 164 (2 212) (2 650) Remeasurement gain on defined benefit obligation1 1 1 * OCI for the year 21 370 (12 109) 2 797 Attributable to: Equity holders of the Company 15 629 (10 425) 1 319 Non-controlling interests 5 741 (1 684) 1 478 Total comprehensive income/(loss) for the year 33 743 (21 786) (8 410) Attributable to: Equity holders of the Company 25 374 (17 815) (8 273) Non-controlling interests 8 369 (3 971) (137) 33 743 (21 786) (8 410) 1 This component of other OCI does not attract any tax. 2 Equity investments at fair value through OCI relate mainly to the Group’s investment in IHS Holding Limited (IHS Group). * Amounts less than R1 million. Condensed consolidated statement of comprehensive income for the Results overview for the six months ended 30 June 2025 44
Page 47
30 June 30 June 31 December 2025 2024 2024 Reviewed Reviewed Audited Note Rm Rm Rm Non-current assets 318 698 259 556 288 255 Property, plant and equipment 123 762 98 371 109 731 Intangible assets and goodwill 82 665 65 113 71 363 Right-of-use assets 60 669 45 086 59 264 Investments 11 8 904 5 430 5 187 Investment in associates and joint ventures 24 775 26 733 23 691 Deferred tax and other non-current assets 17 923 18 823 19 019 Current assets 156 922 121 786 142 258 Cash and cash equivalents 28 970 17 047 30 301 Mobile Money deposits 77 332 48 119 60 054 Trade and other receivables 33 843 40 104 34 304 Restricted cash 2 252 5 698 2 029 Other current assets 14 525 10 818 15 570 Non-current assets held for sale 17 351 4 539 447 Total assets 475 971 385 881 430 960 Total equity 167 653 121 966 138 447 Attributable to equity holders of the Company 145 335 114 206 123 445 Non-controlling interests 22 318 7 760 15 002 Non-current liabilities 139 392 112 561 142 911 Borrowings 13 62 515 51 804 66 736 Lease liabilities 65 545 52 015 65 806 Deferred tax and other non-current liabilities 11 332 8 742 10 369 Current liabilities 168 629 145 293 149 200 Interest-bearing liabilities 13 12 011 22 616 13 866 Lease liabilities 9 016 9 208 9 336 Trade and other payables 60 621 56 295 57 942 Mobile Money payables 78 127 48 849 60 844 Other current and tax liabilities 8 854 8 325 7 212 Liabilities directly associated with non-current assets held for sale 17 297 6 061 402 Total equity and liabilities 475 971 385 881 430 960 Results overview Results presentation Appendices Data sheets Condensed consolidated statement of financial position as at Results overview for the six months ended 30 June 2025 45
Page 48
Six months ended Six months ended Financial year ended 30 June 30 June 31 December 2025 2024 2024 Reviewed Reviewed Audited Note Rm Rm Rm Opening balance at 1 January 123 445 139 205 139 205 Total comprehensive income 25 374 (17 815) (8 273) Profit after tax 9 745 (7 390) (9 592) Other comprehensive income after tax 15 629 (10 425) 1 319 Transactions with owners of the Company Purchase of treasury shares (513) (1 237) (1 237) Share-based payment transactions 595 230 729 Dividends declared (6 235) (5 963) (5 963) MTN Ghana share localisation (301) (685) (1 451) Transaction with non-controlling interests — (122) (122) MTN Uganda localisation — 564 564 MTN Zakhele Futhi unwind – sale of shares 10 3 042 — — Other movements (72) 29 (7) Attributable to equity holders of the Company 145 335 114 206 123 445 Non-controlling interests 22 318 7 760 15 002 Closing balance 167 653 121 966 138 447 Dividends declared during the period (cents per share) 345 330 330 Condensed consolidated statement of changes in equity for the Results overview for the six months ended 30 June 2025 46
Page 49
Six months ended 30 June Six months ended 30 June Financial year ended 31 December 2025 2024 2024 Reviewed Reviewed Audited Note Rm Rm Rm Net cash generated from operating activities 34 666 15 964 46 817 Cash generated from operations 47 638 27 452 70 502 Interest received 1 164 1 028 1 879 Interest paid (8 371) (6 775) (15 496) Dividends received from associates and joint ventures 15 43 84 Income tax paid (5 780) (5 784) (10 152) Net cash used in investing activities (20 640) (16 582) (33 341) Acquisition of property, plant and equipment (18 866) (11 391) (24 288) Acquisition of intangible assets (2 878) (2 673) (6 675) Proceeds from sale of property, plant and equipment and intangible assets 62 — 70 Increase loans receivable — — (373) Increase in prepayments (10) — (346) Acquisition of right-of-use asset1 (1 138) (418) (713) Cash deconsolidated on disposal of subsidiaries, net of cash disposed of — (833) (836) Purchase of non-current investment bonds and equity instruments — — (192) Realisation of current investment bonds, treasury bills and foreign deposits 2 925 (3 044) (5 356) (Increase)/decrease in restricted cash (557) 1 708 5 601 Movement in other investing activities (178) 69 (233) Net cash used in financing activities (15 425) (16 247) (16 205) Proceeds from borrowings 14 6 665 10 441 34 849 Repayment of borrowings 14 (11 927) (16 260) (35 487) Repayment of lease liabilities (5 070) (3 837) (9 024) Purchase of treasury shares (513) (1 237) (1 237) Proceeds from sale of treasury shares – MTN Zakhele Futhi unwind 10 3 042 — — Consideration received on MTN Ghana share localisation 19.1 201 750 1 462 Dividends paid to equity holders of the Company (6 235) (5 963) (5 963) Dividends paid to non-controlling interests (1 399) (955) (1 558) Proceeds from MTN Uganda share localisation — 1 036 1 036 Decrease in other non-current liabilities — — (80) Acquisition of non-controlling interest — — (86) Contribution from non-controlling interest — — 300 Other financing activities (189) (222) (417) Net decrease in cash and cash equivalents (1 399) (16 865) (2 729) Net cash and cash equivalents at beginning of the period 29 061 36 555 36 555 Exchange gains/(losses) on cash and cash equivalents 1 543 (4 663) (4 365) Net monetary (losses)/gains on cash and cash equivalents (1 303) 24 (1 541) Decrease in cash classified as held for sale — 1 128 1 141 Net cash and cash equivalents at end of the period 27 902 16 179 29 061 1 Relates to fully prepaid leases. Results overview Results presentation Appendices Data sheets Condensed consolidated statement of cash flows for the Results overview for the six months ended 30 June 2025 47
Page 50
1. INDEPENDENT REVIEW The directors of MTN Group Limited (the Company), its subsidiaries, joint ventures, associates and structured entities (together, the Group) take full responsibility for the preparation of the consolidated interim financial statements. The consolidated interim financial statements have been reviewed by Ernst & Young Inc., who have expressed an unmodified conclusion thereon. The auditor has performed its review in accordance with International Standard on Review Engagements (ISRE) 2410. 2. GENERAL INFORMATION The Company is a leading pan-African mobile operator that provides a diverse range of voice, data, digital, fintech, wholesale and enterprise services through its subsidiary companies, joint ventures, associates and related investments. 3. BASIS OF PREPARATION The consolidated interim financial statements for the six months ended 30 June 2025 are prepared in accordance with the requirements of the Johannesburg Stock Exchange (JSE) Limited Listings Requirements for interim financial statements and the requirements of the Companies Act, No 71 of 2008, as amended (the Companies Act), applicable to interim financial statements. The interim financial statements were prepared in accordance with the framework concepts and the measurement and recognition requirements of the International Financial Reporting Accounting Standards (IFRS Accounting Standards), as issued by the International Accounting Standards Board (IASB), the South African Institute of Chartered Accountants (SAICA) Financial Reporting Guides as issued by the Accounting Practices Committee, Financial Pronouncements as issued by the Financial Reporting Standards Council (FRSC), and prepared in accordance with and containing the information required by IAS 34 Interim Financial Reporting. The consolidated interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2024, which were also prepared in accordance with IFRS Accounting Standards. 4. PRINCIPAL ACCOUNTING POLICIES The accounting policies applied in the preparation of the consolidated interim financial statements are in terms of IFRS Accounting Standards and are consistent with those accounting policies applied in the preparation of the previous consolidated annual financial statements. One amendment to accounting pronouncements was effective from 1 January 2025, which relates to the Lack of Exchangeability , amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates . The Group can access more than an insignificant amount of the foreign currency in each of the jurisdictions the Group operates in, therefore the amendment to IAS 21 The Effects of Changes in Foreign Exchange Rates, has an immaterial impact in the current reporting period. Notes to the condensed consolidated interim financial statements for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 48
Page 51
5. CRITICAL ACCOUNTING JUDGEMENTS AND ESTIMATES 5.1 Deferred tax Source of estimation uncertainty Deferred tax assets are recognised for unused tax losses, unused tax credits and deductible temporary differences (as applicable) to the extent that it is probable that future taxable profits will be available against which the deferred tax assets can be used. The Group is required to make significant estimates in assessing whether future taxable profits will be available. Future taxable profits are determined based on business plans for individual subsidiaries in the Group and the probable reversal of taxable temporary differences in future. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised. Such reductions are reversed when the probability of future taxable profits improves. MTN Group recognised deferred tax assets at the end of the current period amounted to R8 867 million (30 June 2024: R11 296 million and 31 December 2024: R10 457 million). MTN Mauritius recognised a deferred tax asset of R3 332 million (30 June 2024: R3 886 million and 31 December 2024: R3 332 million) mainly resulting from an assessed loss. The Group derecognised Rnil million (30 June 2024: R500 million and 31 December 2024: R1 055 million) of the previously recognised deferred tax asset in relation to MTN Mauritius. The Group considered the following factors in assessing whether it is probable that MTN Mauritius will have future taxable profits available against which the deferred tax asset can be used: • It is unlikely that the circumstances that resulted in MTN Mauritius incurring assessed losses will recur indefinitely. • Interest expense and foreign exchange exposures will reduce as MTN Mauritius repays its US$ denominated intercompany debt. The repayments are currently scheduled to occur in 2026. • Technical service fees from subsidiaries are expected to increase as more services are provided centrally. Based on current business plans and stress scenarios, the Group expects to utilise the deferred tax asset in the next 10 to 11 years. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 49
Page 52
6. HYPERINFLATION The financial statements (including comparative amounts) of the Group entities whose functional currencies are the currencies of hyperinflationary economies are adjusted in terms of the measuring unit current at the end of the reporting period. The impacts of hyperinflation disclosed for Irancell have been proportioned for the Group’s shareholding. The impact of hyperinflation on the segment analysis is as follows: Six months ended 30 June 2025 Reviewed Revenue Rm Capital expenditure Rm Sudan 181 34 South Sudan (included in other SEA) 299 13 Ghana 5 228 1 444 5 708 1 491 Major joint venture – Irancell 340 76 Six months ended 30 June 2024 Reviewed Revenue Rm Capital expenditure Rm Sudan (53) — South Sudan (included in other SEA) 115 17 Ghana (933) (161) (871) (144) Major joint venture – Irancell 140 17 Financial year ended 31 December 2024 Audited Revenue Rm Capital expenditure Rm Sudan 748 216 South Sudan (included in other SEA) 1 202 211 Ghana 2 630 560 4 580 987 Major joint venture – Irancell (1 688) (360) Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 50
Page 53
7. SEGMENT ANALYSIS The Group has identified reportable segments that are used by the Group Executive Committee (the Chief Operating Decision Maker (CODM)) to make key operating decisions, allocate resources and assess performance. The reportable segments are largely grouped according to their geographic locations and reporting lines to the CODM. The Group’s underlying operations are clustered as follows: • South Africa. • Nigeria. • South and East Africa (SEA). • West and Central Africa (WECA). • Middle East and North Africa (MENA). South Africa and Nigeria comprise the segment information for the South African and Nigerian cellular network services providers, respectively. The SEA, WECA, and MENA clusters comprise segment information for operations in those regions which are also network services providers in the Group. Operating results are reported and reviewed regularly by the CODM and include items directly attributable to a segment, as well as those that are attributed on a reasonable basis, whether from external transactions or from transactions with other Group segments. A key performance measure of reporting profit for the Group is CODM EBITDA. CODM EBITDA is defined as earnings before finance income, finance costs, foreign exchange gains or losses, tax, depreciation, and amortisation, and is also presented before recognising the following items: • Impairment of goodwill. • Net monetary gain resulting from the application of hyperinflation. • Share of results of associates and joint ventures after tax (note 9). • Hyperinflation (note 6). • Loss/gain on sale of towers (note 17). • Impairment loss on Sudan’s non-current assets (note 18). • Impairment loss on remeasurement of non-current assets held for sale. • Gain on disposal of MTN Afghanistan. • Loss on disposal of MTN Guinea-Conakry. • Gain on disposal of MTN Guinea-Bissau. These exclusions remained unchanged from the prior year. Impairment losses on property, plant and equipment and intangible assets are generally included in the CODM EBITDA as they are operational in nature. As the impairment of MTN Sudan’s property, plant and equipment and intangible assets arose from the conflict in Sudan, it was not considered reflective of MTN Sudan’s operational performance for the period. Irancell Telecommunications Company Services (PJSC) (Irancell) proportionate results are included in the segment analysis as reviewed by the CODM and excluded from reported results for revenue, CODM EBITDA and capital expenditure (capex) due to equity accounting for joint ventures. The results of Irancell in the segments analysis exclude the impact of hyperinflation accounting. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 51
Page 54
7. SEGMENT ANALYSIS continued Network services Mobile devices Interconnect and roaming Digital and fintech Other Revenue from contracts with customers Interest revenue Total revenue REVENUE Rm Rm Rm Rm Rm Rm Rm Rm Six months ended 30 June 2025 South Africa 16 263 3 636 2 427 1 493 1 075 24 894 346 25 240 Nigeria 25 164 185 1 307 1 576 180 28 412 — 28 412 SEA 8 395 159 433 4 125 271 13 383 — 13 383 Uganda 5 468 85 295 2 673 147 8 668 — 8 668 Other SEA1 2 927 74 138 1 452 124 4 715 — 4 715 WECA 23 318 138 1 016 7 777 808 33 057 — 33 057 Ghana 10 652 43 356 4 233 148 15 432 — 15 432 Côte d’lvoire 3 575 9 286 499 423 4 792 — 4 792 Cameroon 4 826 47 156 1 259 114 6 402 — 6 402 Other WECA 4 265 39 218 1 786 123 6 431 — 6 431 MENA 722 14 165 11 1 913 — 913 Sudan 722 14 165 11 1 913 — 913 Bayobab 1 218 — 2 047 5 1 351 4 621 159 4 780 Major joint venture – Irancell2 3 198 62 113 600 121 4 094 3 4 097 Head office companies3 256 — — 135 6 682 7 073 — 7 073 Elimination (541) — (1 328) (43) (7 263) (9 175) (130) (9 305) Hyperinflation impact 4 015 18 121 1 477 77 5 708 — 5 708 Irancell revenue exclusion (3 198) (62) (113) (600) (121) (4 094) (3) (4 097) Consolidated revenue 78 810 4 150 6 188 16 556 3 182 108 886 375 109 261 1 Zambia and Rwanda have been aggregated into other SEA in the current year, with comparative numbers re-presented accordingly. 2 Irancell’s proportionate results are included in the segment analysis as reviewed by the CODM. This is, however, excluded from IFRS Accounting Standards reported results due to equity accounting for joint ventures. 3 Head office companies consist mainly of revenue from the Group’s central financing activities and management fees from segments. Results overview Results presentation Appendices Data sheets Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 52 Results overview for the six months ended 30 June 2025 53
Page 55
7. SEGMENT ANALYSIS continued Network services Mobile devices Interconnect and roaming Digital and fintech Other Revenue from contracts with customers Interest revenue Total revenue REVENUE Rm Rm Rm Rm Rm Rm Rm Rm Six months ended 30 June 2024 South Africa 15 814 5 088 2 362 1 528 1 046 25 838 360 26 198 Nigeria 17 929 144 1 288 1 057 249 20 667 — 20 667 SEA 7 460 164 587 3 484 291 11 986 — 11 986 Uganda 4 613 85 413 2 195 150 7 456 — 7 456 Other SEA1 2 847 79 174 1 289 141 4 530 — 4 530 WECA 21 083 121 1 099 6 380 841 29 524 — 29 524 Ghana 7 875 45 347 2 977 103 11 347 — 11 347 Côte d’lvoire 3 484 21 336 628 430 4 899 — 4 899 Cameroon 3 989 33 169 1 179 87 5 457 — 5 457 Other WECA 5 735 22 247 1 596 221 7 821 — 7 821 MENA 549 6 159 20 2 736 — 736 Sudan 145 3 85 5 — 238 — 238 Afghanistan2 404 3 74 15 2 498 — 498 Bayobab 1 235 — 3 151 — 1 201 5 587 91 5 678 Major joint venture – Irancell3 4 687 109 169 675 85 5 725 4 5 729 Head office companies4 203 — — 97 5 842 6 142 — 6 142 Elimination (605) — (2 115) (6) (6 379) (9 104) (113) (9 218) Hyperinflation impact (607) (4) 4 (256) (8) (871) — (871) Irancell revenue exclusion (4 687) (109) (169) (675) (85) (5 725) (4) (5 729) Consolidated revenue 63 061 5 519 6 535 12 304 3 085 90 504 338 90 842 1 Zambia and Rwanda have been aggregated into other SEA in the current year, with comparative numbers re-presented accordingly. 2 Afghanistan segment analysis has been included until the sale was concluded on 21 February 2024. 3 Irancell’s proportionate results are included in the segment analysis as reviewed by the CODM. This is, however, excluded from IFRS Accounting Standards reported results due to equity accounting for joint ventures. 4 Head office companies consist mainly of revenue from the Group’s central financing activities and management fees from segments. Results overview Results presentation Appendices Data sheets Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 54 Results overview for the six months ended 30 June 2025 55
Page 56
7. SEGMENT ANALYSIS continued Network services Mobile devices Interconnect and roaming Digital and fintech Other Revenue from contracts with customers Interest revenue Total revenue REVENUE Rm Rm Rm Rm Rm Rm Rm Rm Year ended 31 December 2024 South Africa 32 160 9 421 4 852 3 172 2 247 51 852 744 52 596 Nigeria 35 801 288 2 449 2 183 322 41 043 — 41 043 SEA 15 312 264 1 074 7 307 555 24 512 — 24 512 Uganda 9 625 142 735 4 670 287 15 459 — 15 459 Other SEA1 5 687 122 339 2 637 268 9 053 — 9 053 WECA 41 096 241 2 147 12 943 1 559 57 986 — 57 986 Ghana 15 581 78 660 6 120 203 22 642 — 22 642 Côte d'lvoire 6 747 22 657 1 163 813 9 402 — 9 402 Cameroon 8 160 91 340 2 324 148 11 063 — 11 063 Other WECA 10 608 50 490 3 336 395 14 879 — 14 879 MENA 900 13 342 26 3 1 284 — 1 284 Sudan 496 10 269 11 — 786 — 786 Afghanistan2 404 3 73 15 3 498 — 498 Bayobab 2 808 — 5 630 10 2 391 10 839 220 11 059 Major joint venture – Irancell3 8 908 197 320 1 346 370 11 141 8 11 149 Head office companies4 416 — — 221 11 199 11 836 — 11 836 Eliminations (1 145) (1) (3 387) (117) (12 030) (16 680) (215) (16 895) Hyperinflation impact 3 356 19 400 769 36 4 580 — 4 580 Irancell revenue exclusion (8 908) (197) (320) (1 346) (370) (11 141) (8) (11 149) Consolidated revenue 130 704 10 245 13 507 26 514 6 282 187 252 749 188 001 1 Zambia and Rwanda have been aggregated into other SEA in the current year, with comparative numbers re-presented accordingly. 2 Afghanistan segment analysis has been included until the sale was concluded on 21 February 2024. 3 Irancell’s proportionate results are included in the segment analysis as reviewed by the CODM. This is, however, excluded from IFRS Accounting Standards reported results due to equity accounting for joint ventures. 4 Head office companies consist mainly of revenue from the Group’s central financing activities and management fees from segments. Results overview Results presentation Appendices Data sheets Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 56 Results overview for the six months ended 30 June 2025 57
Page 57
7. SEGMENT ANALYSIS continued Six months ended 30 June Six months ended 30 June Financial year ended 31 December 2025 2024 2024 External revenue Inter- segment revenue Total revenue External revenue Inter- segment revenue Total revenue External revenue Inter- segment revenue Total revenue External vs inter-segment revenue Rm Rm Rm Rm Rm Rm Rm Rm Rm South Africa 25 009 231 25 240 26 007 191 26 198 52 106 490 52 596 Nigeria 28 084 328 28 412 20 258 409 20 667 40 235 808 41 043 SEA 13 239 144 13 383 11 709 277 11 986 24 042 470 24 512 Uganda 8 567 101 8 668 7 251 205 7 456 15 122 337 15 459 Other SEA1 4 672 43 4 715 4 458 72 4 530 8 920 133 9 053 WECA 32 402 655 33 057 28 942 582 29 524 56 733 1 253 57 986 Ghana 15 210 222 15 432 11 108 239 11 347 22 152 490 22 642 Côte d’lvoire 4 673 119 4 792 4 802 97 4 899 9 181 221 9 402 Cameroon 6 321 81 6 402 5 369 88 5 457 10 892 171 11 063 Other WECA 6 198 233 6 431 7 663 158 7 821 14 508 371 14 879 MENA 913 — 913 616 120 736 1 098 186 1 284 Sudan 913 — 913 167 71 238 649 137 786 Afghanistan2 — — — 449 49 498 449 49 498 Bayobab 2 972 1 808 4 780 3 487 2 191 5 678 7 069 3 990 11 059 Major joint venture – Irancell3 4 097 — 4 097 5 729 — 5 729 11 149 — 11 149 Head office companies4 934 6 139 7 073 694 5 448 6 142 2 136 9 700 11 836 Eliminations — (9 305) (9 305) — (9 218) (9 218) — (16 895) (16 895) Hyperinflation impact 5 708 — 5 708 (871) — (871) 4 582 (2) 4 580 Irancell revenue exclusion (4 097) — (4 097) (5 729) — (5 729) (11 149) — (11 149) Consolidated revenue 109 261 — 109 261 90 842 — 90 842 188 001 — 188 001 1 Zambia and Rwanda have been aggregated into other SEA in the current year, with comparative numbers re-presented accordingly. 2 Afghanistan segment analysis has been included until the sale was concluded on 21 February 2024. 3 Irancell’s proportionate results are included in the segment analysis as reviewed by the CODM. This is, however, excluded from IFRS Accounting Standards reported results due to equity accounting for joint ventures. 4 Head office companies consist mainly of revenue from the Group’s central financing activities and management fees from segments. Results overview Results presentation Appendices Data sheets Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 58 Results overview for the six months ended 30 June 2025 59
Page 58
7. SEGMENT ANALYSIS continued Six months ended 30 June Six months ended 30 June Financial year ended 31 December 2025 2024 2024 Reviewed Reviewed Audited CODM EBITDA Rm Rm Rm South Africa 9 219 9 566 19 653 Nigeria 14 326 7 377 15 969 SEA 6 436 5 268 10 928 Uganda 4 652 3 842 8 068 Other SEA1 1 784 1 426 2 860 WECA 15 128 11 886 24 019 Ghana 9 025 6 371 12 915 Côte d’Ivoire 1 668 1 621 3 092 Cameroon 2 785 2 021 4 395 Other WECA 1 650 1 873 3 617 MENA 268 (83) 44 Sudan 268 (241) (114) Afghanistan2 — 158 158 Bayobab 884 591 1 364 Head office companies3 397 1 079 1 447 Eliminations (907) (2 230) (3 358) CODM EBITDA 45 751 33 454 70 066 Major joint venture – Irancell4 1 801 2 374 6 207 Hyperinflation impact 3 137 (605) 1 751 Impairment loss on remeasurement of non-current assets held for sale — (146) (146) (Loss)/gains on sale of MTN SA towers (13) 11 2 Impairment loss on MTN Sudan due to war5 (2 233) (3 803) (11 722) Gain on disposal of MTN Afghanistan — 1 018 1 018 Loss on disposal of MTN Guinea-Conakry — — (1 918) Gain on disposal of MTN Guinea-Bissau — — 247 Irancell CODM EBITDA exclusion (1 801) (2 374) (6 207) CODM EBITDA before impairment of goodwill 46 642 29 929 59 298 Depreciation, amortisation and impairment of goodwill (20 430) (18 189) (36 491) Net finance cost (7 088) (22 956) (34 812) Net monetary gain 520 276 2 853 Share of results of joint ventures and associates after tax 1 686 1 892 4 735 Profit/(loss) before tax 21 330 (9 048) (4 417) 1 Zambia and Rwanda have been aggregated into other SEA in the current year, with comparative numbers re-presented accordingly.2 Afghanistan CODM EBITDA has been included until the sale was concluded on 21 February 2024. 3 Head office companies consist mainly of EBITDA from the Group’s central financing activities and management fees from segments.4 Irancell’s proportionate results are included in the segment analysis as reviewed by the CODM. This is, however, excluded from IFRS Accounting Standards reported results due to equity accounting for joint ventures.5 Impairment loss recognised due to Sudan conflict, refer to note 18. Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 60
Page 59
7. SEGMENT ANALYSIS continued Six months ended 30 June Six months ended 30 June Financial year ended 31 December 2025 2024 2024 Reviewed Reviewed Audited Capital expenditure incurred Rm Rm Rm South Africa 3 813 5 757 16 307 Nigeria 11 760 4 459 17 958 SEA 2 103 3 229 6 088 Uganda 1 406 1 786 3 178 Other SEA1 697 1 443 2 910 WECA 7 635 5 457 10 455 Ghana 3 509 2 927 4 820 Côte d’Ivoire 1 112 483 1 428 Cameroon 1 706 929 1 923 Other WECA 1 308 1 118 2 284 MENA 191 13 180 Sudan 191 — 167 Afghanistan2 — 13 13 Bayobab 113 254 872 Major joint venture – Irancell3 1 053 1 171 4 671 Head office companies 277 216 775 Eliminations (83) (21) (332) Hyperinflation impact 1 491 (144) 987 Irancell capex exclusion (1 053) (1 171) (4 671) 27 300 19 220 53 290 1 Zambia and Rwanda have been aggregated into other SEA in the current year, with comparative numbers re-presented accordingly. 2 Afghanistan capital expenditure has been included until the sale was concluded on 21 February 2024. 3 Irancell’s proportionate results are included in the segment analysis as reviewed by the CODM. This is, however, excluded from IFRS Accounting Standards reported results due to equity accounting for joint ventures. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 61
Page 60
8. FINANCE INCOME, FINANCE COST AND NET FOREIGN EXCHANGE LOSSES Six months ended 30 June Six months ended 30 June Financial year ended 31 December 2025 2024 2024 Reviewed Reviewed Audited Rm Rm Rm Interest income on loans and receivables 411 521 922 Interest income on bank deposits 1 039 804 1 495 Finance income 1 450 1 325 2 417 Interest expense on financial liabilities measured at amortised cost (4 484) (4 720) (10 416) Lease liability finance cost (5 026) (3 291) (7 934) Finance costs (9 510) (8 010) (18 350) Net foreign exchange gain/(loss) 972 (16 271) (18 879) Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 62
Page 61
9. SHARE OF RESULTS OF ASSOCIATES AND JOINT VENTURES AFTER TAX Six months ended 30 June Six months ended 30 June Financial year ended 31 December 2025 2024 2024 Reviewed Reviewed Audited Rm Rm Rm 1 686 1 892 4 735 Irancell 1 401 1 816 4 558 Others 285 76 177 Irancell loan and receivable On 20 September 2019, the US Treasury Department’s Office of Foreign Assets Control (OFAC) designated the Central Bank of Iran (CBI) as being subject to sanctions. Sanctions imposed on the CBI create a secondary sanctions risk if the CBI allocates foreign currency to an MTN entity for the purpose of repatriating the receivable and/or loan. Considering the continued uncertainty of when the sanctions will be lifted, the Group has classified R2 554 million (30 June 2024: R3 080 million, 31 December 2024: R2 806 million) of the outstanding receivables as non-current as the settlement is neither planned nor likely to occur in the foreseeable future. The balance has been presented as part of investment in associates and joint ventures. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 63
Page 62
10. EARNINGS PER ORDINARY SHARE Number of ordinary shares As at 30 June As at 30 June As at 31 December 2025 2024 2024 Reviewed ’000 Reviewed ’000 Audited ’000 Number of ordinary shares in issue At end of the period (excluding MTN Zakhele Futhi and treasury shares) 1 830 441 441 1 806 474 797 1 806 618 827 Weighted average number of shares 1 808 993 147 1 806 490 550 1 806 531 686 Add: Dilutive shares – Share options – MTN Zakhele Futhi 14 544 040 — — – Share schemes 8 188 976 — — Shares for dilutive earnings per share 1 831 726 163 1 806 490 550 1 806 531 686 As at 30 June As at 30 June As at 31 December 2025 2024 2024 Reviewed ’000 Reviewed ’000 Audited ’000 Number of ordinary shares in issue At end of the period (excluding MTN Zakhele Futhi and treasury shares) 1 830 441 441 1 806 474 797 1 806 618 827 Weighted average number of shares 1 808 993 147 1 806 490 550 1 806 531 686 Add: Dilutive shares – Share options – MTN Zakhele Futhi 14 544 040 — — – Share schemes 8 188 976 — 4 359 810 Shares for dilutive headline earnings per share 1 831 726 163 1 806 490 550 1 810 891 496 Treasury shares Treasury shares of 760 979 (June 2024: 878 172, December 2024: 815 553) are held by the Group and 2 476 448 (June 2024: 76 835 378, December 2024: 76 835 378) are held by MTN Zakhele Futhi (RF) Limited (MTN Zakhele Futhi). Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 64
Page 63
10. EARNINGS PER ORDINARY SHARE continued Zakhele Futhi unwind The Group structured a B-BBEE transaction through a separate legal entity in 2016, MTN Zakhele Futhi. MTN Zakhele Futhi acquired 76 835 378 Company shares as part of this transaction. MTN Zakhele Futhi was required to repay preference shares funding and notional vendor financing (NVF) that was used to acquire the shares before the Company shares held by MTN Zakhele Futhi become unencumbered, while the Company shares are the only security offered by MTN Zakhele Futhi for the debt funding obtained. Until the Company shares held by MTN Zakhele Futhi became unencumbered, the ordinary shareholders of MTN Zakhele Futhi were exposed to the gains of the Company shares, while their exposure to downside risk or risk of loss was limited to their equity contributions (i.e., the purchase price paid by them for the MTN Zakhele Futhi shares). Consequently, the Company did not recognise its shares issued to MTN Zakhele Futhi and did not recognise the NVF as outstanding but treated it as an option for accounting purposes. The Group recognised a share-based payment expense of R1 008 million for the option granted in the year ended 31 December 2016. The scheme was scheduled to mature on 22 November 2024. An extension for a further three years to November 2027 was approved on 14 October 2024, there was no financial impact for the Group. In the period ended 30 June 2025, the MTN Zakhele Futhi Board elected, with the consent of the Group and the relevant funders, to fully unwind the scheme and settle its funding obligations. MTN Zakhele Futhi implemented an accelerated bookbuild offering and, as a result, 23 768 040 of the Company shares held by MTN Zakhele Futhi were sold. MTN Group’s issued number of shares in terms of IFRS Accounting Standards increased by 23 768 040 shares and a R3 042 million increase in share premium was recognised in the statement of changes in equity as a result of this offering. On 19 June 2025, an amount of R460 million was paid by MTN Zakhele Futhi to settle the preference shares. As part of the unwind, the Group repurchased 50 590 890 of its shares from MTN Zakhele Futhi. The repurchase of these shares fully settled the notional vendor financing balance. The repurchased shares were subsequently cancelled by the Company and consequently categorised as authorised unissued shares. The number of MTN Group shares issued for accounting purposes remains unchanged after the repurchase, as the MTN Group shares held by MTN Zakhele Futhi were not deemed to be issued in terms of IFRS Accounting Standards. On 4 July 2025, the MTN Zakhele Futhi Board approved the declaration of a cash distribution by way of a return of contributed tax capital of R20 per MTN Zakhele Futhi share. The distribution declared to external MTN Zakhele Futhi shareholders will be recognised as a dividend to non-controlling interests. As at 30 June 2025, 2 476 448 MTN Group shares remain in MTN Zakhele Futhi. The remaining shares will be sold on the open market in due course. The proceeds will be used to cover taxes and costs including unwind costs, and the balance will be distributed to holders of MTN Zakhele Futhi ordinary shares as an additional cash distribution. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 65
Page 64
10. EARNINGS PER ORDINARY SHARE continued Headline earnings Headline earnings is calculated in accordance with Circular 1/2023 Headline Earnings as issued by the South African Institute of Chartered Accountants (SAICA), as amended from time to time and as required by the JSE Limited. Six months ended 30 June Six months ended 30 June Financial year ended 31 December 2025 2024 2024 Reviewed Reviewed Audited Rm Rm Rm Reconciliation between net profit attributable to the equity holders of the Company and headline earnings: Profit/(loss) attributable to equity holders of the Company 9 745 (7 390) (9 592) Net loss/(profit) on disposal of property, plant and equipment and intangible assets (IAS 16 and IAS 38) 27 (39) 149 – Subsidiaries (IAS 16) 31 (35) 155 – Joint ventures (IAS 28) (4) (4) (6) Net loss on disposal of subsidiaries (IFRS 10) — — 653 Impairment of goodwill and investment in joint ventures (IAS 36) — 437 437 Net impairment loss on property, plant and equipment, right-of-use-assets and intangibles (IAS 36) 2 235 3 807 11 774 Impairment loss on remeasurement of disposal group (IFRS 5) — 146 146 Gain on deconsolidation of subsidiary (IFRS 10) — (1 018) — Loss/(gain) on sale of MTN SA towers (IFRS 5) 13 (11) (2) Total non-controlling interest and tax effect of adjustments (352) (575) (1 803) Headline earnings 11 668 (4 643) 1 762 Earnings per share (cents) – Basic 539 (409) (531) – Basic headline 645 (256) 98 Diluted earnings per share (cents) – Diluted1 532 (409) (531) – Diluted headline 637 (256) 97 1 Due to losses incurred for the six months ended 30 June 2024 and the year ended 31 December 2024, the share options and share schemes were anti-dilutive in the comparative years. Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 66
Page 65
11. FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT 11.1 Financial assets and financial liabilities at amortised cost The carrying value of current receivables and liabilities measured at amortised cost approximates their fair value. Listed long-term borrowings The Group had listed long-term fixed interest rate senior unsecured notes in issue, which were issued in prior years and settled in 2024. In June 2024, a carrying amount of R1 908 million and had a fair value of R1 762 million. The notes are listed on the Irish bond market and the fair values of these instruments are determined by reference to quoted prices in this market. The market for these bonds is not considered to be liquid, and consequently, the fair value measurement is categorised within level 2 of the fair value hierarchy. At 30 June 2025, US$500 million redeemable in 2026 (the 2026 notes) had a carrying amount of R8 985 million (30 June 2024: R9 107 million, 31 December 2024: R9 580 million) and a fair value of R8 964 million (30 June 2024: R9 117 million, 31 December 2024: R9 559 million). The notes are listed on the Irish bond market and the fair value of these instruments is determined by reference to quoted prices in this market. The market for these bonds is not considered to be liquid, and consequently, the fair value measurement is categorised within level 2 of the fair value hierarchy. 11.2 Financial instruments measured at fair value IHS Group listed equity investment Included in investments in the condensed consolidated statement of financial position is an equity investment in IHS Group at fair value of R8 395 million (30 June 2024: R4 971 million, 31 December 2024: R4 702 million). The fair value of the investment is determined by reference to published price quotations on the New York Stock Exchange. The share price of IHS Group was US$5.56 (30 June 2024: US$3.20, 31 December 2024: US$2.92) on the last trading day of the period. The fair value of this investment is categorised within level 1 of the fair value hierarchy. A fair value increase of R4 164 million (30 June 2024: R2 212 million decrease, 31 December 2024: R2 650 million decrease) has been recognised. On 14 August 2025, the IHS Group share price was US$6.96 equating to an increase in the fair value of R2 064 million subsequent to 30 June 2025. Financial liabilities measured at fair value through profit and loss The Group has financial liabilities relating to the deferred payment terms that arose with the acquisition of the MoMo platform licence. At 30 June 2025 the financial liability had a carrying value of R2 208 million (31 December 2024: R2 578 million). A portion of the deferred payments includes cash flows that vary according to the performance of each operating company in terms of revenue generation as well as the strength of the Local currency compared to the fixed minimum commitment (contractually stated forward exchange rates and revenues). The economic characteristics and risks of these cash flows were assessed to be closely related to the fixed minimum commitments. Accordingly, the embedded derivative was not separated from the host contract. At initial recognition, the MoMo platform licence was measured as the present value of the future minimum commitments using each operating company’s incremental borrowing rate. At each reporting period, the financial liability is remeasured to its fair value utilising the forward-looking revenues and forward exchange rates for each operating company that will affect the value of the future minimum commitments. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 67
Page 66
11. FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT continued 11.3 Financial instruments measured at fair value reconciliations Reconciliation of level 3 financial instruments The table below sets out the reconciliation of financial instruments that are measured at fair value based on inputs that are not based on observable market data (level 3): Insurance cell captives Rm Balance at 1 January 2024 1 793 Contributions paid to insurance cell captive 653 Claims received by insurance cell captives (634) Loss recognised in profit or loss (113) Balance at 1 January 2025 1 699 Contributions paid to insurance cell captive 737 Claims received by insurance cell captives (649) Loss recognised in profit or loss (168) Balance 30 June 2025 1 620 11.4 Capital management Management regularly monitors and reviews covenant ratios. In terms of the banking facilities, the Group is required to comply with financial covenants. These financial covenants differ based on the contractual terms of each facility and incorporate both IFRS Accounting Standards and non-IFRS Accounting Standards various financial measures. The Group has complied with all other externally imposed loan covenants during the current period. Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 68
Page 67
12. AUTHORISED COMMITMENTS FOR THE ACQUISITION OF PROPERTY, PLANT AND EQUIPMENT AND SOFTWARE As at 30 June As at 30 June As at 31 December 2025 2024 2024 Reviewed Reviewed Audited Rm Rm Rm 17 567 18 717 28 446 – Contracted 14 456 12 075 10 629 – Not contracted 3 110 6 642 17 817 13. INTEREST-BEARING LIABILITIES As at 30 June As at 30 June As at 31 December 2025 2024 2024 Reviewed Reviewed Audited Rm Rm Rm Bank overdrafts 1 067 868 1 240 Current borrowings 10 944 21 748 12 626 Current interest-bearing liabilities 12 011 22 616 13 866 Non-current borrowings 62 515 51 804 66 736 Total interest-bearing liabilities 74 526 74 420 80 602 Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 69
Page 68
14. ISSUE AND REPAYMENT OF DEBT SECURITIES During the period under review the following entities raised and repaid significant debt instruments: Six months ended 30 June Six months ended 30 June Financial year ended 31 December 2025 2024 2024 Reviewed Reviewed Audited Rm Rm Rm Raised Repaid Raised Repaid Raised Repaid Mobile Telephone Networks Holdings Limited 5 729 5 635 8 500 5 700 23 240 16 884 Loan facilities 1 950 2 013 5 500 4 700 14 100 11 008 General banking facilities 2 000 2 000 3 000 — 4 500 3 500 Domestic medium term programme 1 779 1 622 — 1 000 4 640 2 376 MTN (Mauritius) Investments Limited — — — — — 1 741 Euro bond — — — — — 1 741 MTN Mauritius — 1 843 — — 1 729 — Revolving credit facility — 1 843 — — 1 729 — Scancom PLC (MTN Ghana) — 126 — 111 — 200 Revolving credit facility — 126 — 111 — 200 MTN Côte d’lvoire S.A. (MTN Côte d'Ivoire) — 238 — 162 — — Syndicated term loan — 238 — 162 — — MTN Nigeria Communications Plc 355 2 297 694 8 387 5 634 12 021 Term loans 295 962 694 278 3 296 1 853 Bond and commercial paper 60 1 335 — 8 109 2 338 10 168 MTN Cameroon Limited — 334 — 338 — 657 Syndicated loan — 334 — 338 — 657 Spacetel Benin SA — 403 773 545 1 972 735 Term loan — 3 773 344 1 972 340 Syndicated term loan — 400 — 201 — 395 MTN Congo Brazzaville1 — 230 — 155 1 511 406 Syndicated loan — 230 — 155 1 511 406 MTN Uganda1 504 — 269 443 411 1 236 Term loan 504 — — 174 — 1 236 Syndicated term loan — — 269 269 411 — Other1 77 821 205 419 352 1 607 Total 6 665 11 927 10 441 16 260 34 849 35 487 1 Raised and repaid debt securities included in other in 2024 have been disaggregated in 2025 and comparative numbers have been re-presented accordingly. Results overview Results presentation Appendices Data sheets Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 70 Results overview for the six months ended 30 June 2025 71
Page 69
15. CONTINGENT LIABILITIES As at 30 June As at 30 June As at 31 December 2025 2024 2024 Reviewed Reviewed Audited Rm Rm Rm Uncertain tax exposures 649 830 693 Legal and regulatory matters 945 822 892 1 594 1 652 1 585 Uncertain tax exposures The Group operates in numerous tax jurisdictions and the Group’s interpretation and application of the various tax rules applied in direct and indirect tax filings may result in disputes between the Group and the relevant tax authority. The outcome of such disputes may not be favourable to the Group. At 30 June 2025, there were a number of tax disputes ongoing in various of the Group’s operating entities. Legal and regulatory matters The Group is involved in various legal and regulatory matters, the outcome of which may not be favourable to the Group and none of which are considered individually material. The Group has applied its judgement and has recognised liabilities based on whether additional amounts will be payable and has included contingent liabilities where economic outflows are considered possible but not probable. Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 72
Page 70
16. EXCHANGE RATES TO SOUTH AFRICAN RAND As at 30 June As at 30 June As at 31 December Six months ended 30 June Six months ended 30 June Financial year ended 31 December 2025 2024 2024 2025 2024 2024 Reviewed Reviewed Audited Reviewed Reviewed Audited Closing rates Average rates Foreign currency to South African rand: United States dollar US$ 17.73 18.24 18.90 18.42 18.77 18.32 South African rand to foreign currency: Nigerian naira NGN 86.29 82.53 81.20 83.92 74.94 82.25 Iranian rial1,2 IRR 39 165.97 23 521.17 33 185.44 37 276.95 21 600.63 26 000.70 Ghanaian cedi2 GHS 0.59 0.84 0.78 0.73 0.72 0.79 Cameroon Communauté Financière Africaine franc XAF 31.46 33.56 33.53 32.65 32.33 33.09 Côte d’Ivoire Communauté Financière Africaine franc CFA 31.46 33.56 33.53 32.65 32.33 33.15 Ugandan shilling UGX 203.08 203.41 194.64 198.67 204.24 205.17 Sudanese pound2 SDG 121.17 99.01 105.51 112.57 62.86 108.03 1 SANA rate. 2 The financial results, positions and cash flows of foreign operations trading in hyperinflationary economies are translated as set out in note 6. The Group’s functional and presentation currency is rand. The strengthening of the closing rate of the rand against the functional currencies of the Group’s largest operations contributed to the increase in consolidated assets and liabilities and the resulting foreign currency translation reserve increase of R16 780 million (30 June 2024: R9 907 million decrease, December 2024: R5 553 million increase) for the period. Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 73
Page 71
16. EXCHANGE RATES TO SOUTH AFRICAN RAND continued Net investment hedges The Group hedges a designated portion of its United States dollar net assets in MTN (Dubai) Limited (MTN Dubai) for forex exposure arising between the US$ and ZAR as part of the Group’s risk management objectives. The Group designated external borrowings denominated in US$ held by MTN (Mauritius) Investments Limited with a value of R8.9 billion (30 June 2024: R10.9 billion, 31 December 2024: R9.6 billion). For the period of the hedge relationship, foreign exchange movements on these hedging instruments are recognised in OCI as part of the FCTR, offsetting the exchange differences recognised in OCI, arising on translation of the designated United States dollar net assets of MTN Dubai to ZAR. The cumulative foreign exchange movement recognised in OCI will only be reclassified to profit or loss upon loss of control of MTN Dubai. To assess hedge effectiveness the Group performs hedge effectiveness testing by comparing the changes in the carrying amount of the debt that is attributable to a change in the spot rate with changes in the net assets designated in MTN Dubai. There was no hedge ineffectiveness recognised in profit or loss during the current or prior year. 17. NON-CURRENT ASSETS HELD FOR SALE 17.1 MTN SA Tower Sale MTN SA entered into an agreement with IHS Group to sell its tower infrastructure (comprising approximately 5 700 tower sites) and power assets; cede related agreements, including land lease agreements (on which the towers are constructed) to IHS Group; and lease back space on the towers which it would sell. The related conditions precedent were fulfilled and the transactions became effective on 30 May 2022. The remaining land leases transferred to IHS Group will be derecognised as they are legally ceded to IHS Group and the related gain or loss on derecognition will be accounted for as part of the overall gain or loss on disposal group. The remaining land leases are presented as held for sale: 30 June 30 June 31 December 2025 2024 2024 Rm Rm Rm Right-of-use assets 351 621 447 Lease liabilities (297) (595) (402) Net carrying amount of assets held for sale 54 26 45 Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 74
Page 72
18. SUDAN CONFLICT Conflict started in Sudan’s capital, Khartoum, on 15 April 2023 between the Sudanese Armed Forces and the Rapid Support Forces, which led to damage to state-owned infrastructure in the city. As the conflict continued, limited grid power and fuel availability and the instability of fibre transmission links resulted in the degradation of network availability of MTN’s Sudanese operation in 2023. On 2 February 2024, the Rapid Support Forces ordered a nationwide telecommunication shutdown. Due to MTN Sudan’s network topology and increased conflict in the country, MTN Sudan was only able to recover the network at the end of May 2024 and currently has some sites on-air in safe regions. During 2025, MTN Sudan achieved access to some network sites in Khartoum for the first time since the network shut down in February 2024. As a result, MTN Sudan significantly increased the number of on-air sites. MTN Sudan is committed to increasing their on-air sites to connect the Sudanese people despite the challenging circumstances. Performance of MTN Sudan continued to improve, since achieving some network sites on-air, however, the ongoing Sudan conflict has led to a prolonged hyperinflationary environment. Due to applying hyperinflation accounting, the Group has recognised a R1 559 million increase in MTN Sudan’s net non-monetary assets. As at 30 June 2025, MTN Group has recognised an impairment of R2 233 million (30 June 2024: R3 803 million; 31 December 2024: R11 722 million) relating to MTN Sudan’s non-current assets. The following key assumptions were used: • Growth rate: A terminal growth rate of 15.3% (31 December 2024: 8.4%). • Discount rate: Two discount rates of 73.15% and 43.62% (31 December 2024: 74.29% and 35.58%), reflecting periods in conflict and out of conflict, respectively. The total impairment of R2 233 million comprised of the following: Reviewed Audited as at as at 30 June 30 June 31 December 2025 2024 2024 Rm Rm Rm Property, plant and equipment 1 950 3 304 10 201 Right-of-use assets 7 22 65 Intangible assets 276 477 1 456 Total impairment 2 233 3 803 11 722 Results overview Results presentation Appendices Data sheets Results overview for the six months ended 30 June 2025 75
Page 73
19. CHANGES IN SHAREHOLDING 19.1 MTN Ghana localisation The Group disposed of shares in MTN Ghana to Ghanaian citizens as part of the Group’s localisation strategy. This took the Group’s shareholding from 73.99% to 72.91%. The proceeds generated from the localisation, net of taxes and transaction costs, amounted to US$11 million (R201 million 1). This resulted in a net loss of R301 million that was recognised in equity as a transaction with non-controlling interest. 1 Translated at the effective date of the sale. Cash proceeds per the statement of cash flows are translated at the spot rate on the date of receipt of the proceeds. 20. EVENTS AFTER REPORTING PERIOD On 10 July 2025, subsequent to the interim reporting date, MTN Ghana paid a Ghanian cedi equivalent of US$74 million (approximately, R1 314 million) for the new spectrum assignment in the 1800 MHz and 2600 MHz, Technology Neutrality in the 900 MHz, 1800 MHz and 2100 MHz and extension of licence validity dates to 2038. Notes to the condensed consolidated interim financial statements continued for the six months ended 30 June 2025 Results overview for the six months ended 30 June 2025 76
Page 74
MTN Group Limited Incorporated in the Republic of South Africa Company registration number: 1994/009584/06 ISIN: ZAE000042164 Share code: MTN Board of Directors MH Jonas^ KDK Mokhele^ RT Mupita1 TBL Molefe1 NP Gosa^ SAX Gwala^ S Kheradpir2^# SN Mabaso-Koyana^ SP Miller3^ CWN Molope^ N Newton-King^ T Pennington4^ NL Sowazi^ SLA Sanusi5^ VM Rague6^ 1 Executive 2 American 3 Belgian 4 British 5 Nigerian 6 Kenyan ^ Independent non-executive director # Retired 31 March 2025 Group Company Secretary PT Sishuba-Bonoyi Private Bag X9955, Cresta, 2118 Registered office 216 – 14th Avenue Fairland Gauteng, 2195 American depository receipt (ADR) programme A sponsored ADR facility is in place Cusip No. 62474M108 ADR to ordinary share 1:1 Depository: The Bank of New York Mellon 101 Barclay Street, New York NY, 10286, USA MTN Group sharecare line Toll free: 0800 202 360 or +27 11 870 8206 if phoning from outside South Africa Transfer secretary Computershare Investor Services Proprietary Limited Registration number 2004/003647/07 Rosebank Towers, 15 Biermann Avenue Rosebank, 2196 PO Box 61051, Marshalltown, 2107 Auditor Ernst and Young Inc. 102 Rivonia Road, Sandton, Johannesburg South Africa, 2196 Lead sponsor J.P. Morgan Equities (SA) Proprietary Limited 1 Fricker Road, cnr Hurlingham Road Illovo, 2196 Joint sponsor Tamela Holdings Proprietary Limited First Floor, Golden Oak House 35 Ballyclare Drive, Bryanston, 2021 Contact details Telephone: National 083 912 3000 International +27 11 912 3000 Facsimile: National 011 912 4093 International +27 11 912 4093 E-mail: investor.relations@mtn.com Website: http://www.mtn.com Date of release: 18 August 2025 Administration Results overview for the six months ended 30 June 2025 77
Page 75
www.mtn.com Tel: +27 83 912 3000 Innovation Centre 216 14th Avenue Fairland, 2195 South Africa