MTN - MTN Group - Final audited results for the ye9 Mar 2011
MTN
MTN                                                                             
MTN - MTN Group - Final audited results for the year ended 31 December 2010     
MTN Group Limited                                                               
Registration number: 1994/009584/06                                             
ISIN code: ZAE 000042164                                                        
Share code: MTN                                                                 
Final audited results for the year ended 31 December 2010                       
Highlights                                                                      
141,6 million Group subscribers up 22,0%                                        
44%EBITDA margin up 2,9 percentage points                                       
R31,0 billion Approximate FCF* up 108%                                          
909,1 cents Adjusted HEPS (excluding Zakhele)up 20,5%                           
349 cents Final dividend per share                                              
*EBITDA - Capex (approximately free cash flow)                                  
Group subscribers increased by 22.0% to 141,6 million                           
EBITDA** margin increased by 2.9 percentage points to 44.0%                     
Adjusted HEPS** increased by 20.5% to 909,1 cents                               
Dividend payout ratio increased to 55%                                          
Final cash dividend of 349 cents per share declared                             
Approximate Free Cash Flow* of R31,0 billion compared to R14,9 billion in 2009  
* EBITDA** less Capex                                                           
** Excluding the impact of the MTN Zakhele transaction                          
Performance review                                                              
MTN Group enjoyed a satisfactory operational performance for the year to 31     
December 2010 despite being negatively impacted by the strong rand, as the      
translation of the various group companies` earnings into rand dampened the     
reported numbers. Economies across our footprint have emerged relatively        
strongly from the challenges of the global financial crisis of 2008. The        
commodity cycle upswing together with continued infrastructure investment and   
improved governance helped maintain a positive trading momentum.                
MTN concluded the largest telecommunications BEE deal in South Africa. Worth    
R8,1 billion, this has enabled MTN South Africa to achieve its objective of     
creating a broad-based empowerment holding following the unwinding of Newshelf  
664 in 2008. MTN Zakhele (a BEE special purpose vehicle) now holds 4% of the    
MTN Group and has 120,349 individual and 2,203 BEE groups as shareholders. The  
total cost of the transaction, together with the related ESOP scheme, was R2,9  
billion. The analysis of the company`s results below excludes the impact of     
MTN Zakhele, which has been separately detailed where appropriate.              
Profit analysis                                Variance  Constant               
                                                        currency                
variance                
ZAR million                                              %                      
                      2010         2009       %                                 
Total revenue          114 684      111 947    2.5       14                     
Total operating costs  64 174       65 884     (2.6)                            
EBITDA (excl Zakhele)  50 510       46 063     9.7       23                     
EBITDA margin %  (excl 44.0         41.1       2.9 pts                          
Zakhele)                                                                        
MTN Zakhele costs      2 973                                                    
EBITDA (incl Zakhele)  47 537       46 063     3.2                              
On a constant currency basis, revenue grew by 14% when compared to the          
comparative period. However, due to the continued strengthening of the rand,    
reported revenue at R114,7 billion was 2.5% higher than the prior year as 68%   
of the Group`s revenue is generated in currencies other than the rand.          
Regulation of mobile termination rates, mainly in South Africa and Nigeria,     
resulted in a decline of 13% in interconnect revenue, whilst data revenue,      
including SMS and MTN Business Solutions, increased by 33% albeit off a low     
base and notwithstanding the impact of the rand.                                
A sound operational performance resulted in a 23% increase in earnings before   
interest, tax, depreciation and amortisation ("EBITDA") on a constant-currency  
basis. The strong rand, however, meant the increase in reported EBITDA** was    
9.7%. The Group`s EBITDA** margin increased by 2.9 percentage points to 44.0%.  
The decrease in costs in the year was mainly due to the decrease in             
interconnect costs together with a reduction in selling, distribution and       
marketing costs. Despite the lower interconnect revenue in the year, the        
increase in on-net traffic had a positive impact on the margin contribution of  
interconnect to the Group. Reported EBITDA, excluding the MTN Zakhele           
transaction, increased to R50,5 billion despite the effect of the strong rand.  
The R2,9 billion MTN Zakhele charge to income is in respect of costs of the     
transaction that included the notional vendor finance of R1,4 billion, the      
donation of R1,3 billion, the employee share option  scheme of R171 million     
and other transaction costs of R126 million.                                    
The Group`s strong operational performance was under-pinned by a 22% increase   
in subscribers to 141,6 million from 116,0 million in the prior year, as well   
as improved efficiencies due to various cost initiatives and despite higher     
levels of mobile penetration, aggressive competition and increased regulatory   
requirements. MTN continued to maintain network quality and capacity and to     
offer attractive segmented value propositions to customers.                     
Details of the performance of MTN`s main operations are provided below under    
individual country headings.                                                    
Net finance costs        2010      2009       Variance                          
                                             %                                  
ZAR million                                                                     
Net interest paid        1 925     2 201      (12.5)                            
Net forex losses         924       1 106      (16.5)                            
Functional currency      1 223     3 204      (61.8)                            
losses                                                                          
Put option               22        (701)      (103.0)                           
Total                    4 094     5 810      (29.5)                            
Net finance costs decreased by 29.5% to R4,1 billion in 2010 from R5,8 billion  
the previous year. This was mainly due to a 61.8% reduction in functional       
currency losses to R1,2 billion at the end of December 2010. The functional     
currency loss relates to the foreign currency cash balances in Mauritius.       
Foreign currency losses reduced by 16.5% to R924 million.                       
The Group`s depreciation charge increased by 12% to R13,2 billion at December   
2010. This was mainly the result of the impact of the first full year of        
depreciation in respect of the significant 2009 capital expenditure programme.  
Tax                                                                             
                                            Variance                            
ZAR million               2010     2009       %                                 
Normal tax               7 834    6 425      21.9                               
Deferred tax             1 984    992        100.0                              
STC and other            1 449    1 195      21.3                               
withholding taxes                                                               
Total                    11 267   8 612      30.8                               
Effective tax rate (%)   36.3     33.4       1.7 pts                            
- excl MTN Zakhele                                                              
Effective rate (%) -     40.1                                                   
incl MTN Zakhele                                                                
The Group`s effective tax rate increased to 36.3% from 33.4% in 2009. This was  
mainly due to the impact of the Secondary Tax on Companies ("STC") on the       
maiden interim dividend paid on 20 September 2010 and the reduced effect of     
the Nigerian put option on profit before tax. The decrease in the Nigerian      
investment allowance as a result of reduced capital expenditure also            
contributed to the higher tax rate. On including the impact of MTN Zakhele,     
the rate increases to 40,1% due to the non deductibility of these expenses.     
Basic headline earnings per share ("HEPS") decreased by 1.9% to 776,2 cents     
and adjusted HEPS by 1.0% to 747,0 cents. After excluding the impact of MTN     
Zakhele adjusted HEPS increased by 20.5% to 909,1 cents. Adjusted HEPS          
excludes the impact of the put options.                                         
Minority or non-controlling interests remained stable at R2,5 billion because   
of lower rand earnings from non-South African operations and an increased       
contribution by the South African operation to  profit after tax.               
Capital expenditure     Authorised  Actual    Actual                            
ZAR million             2011        2010      2009                              
South and East Africa   5 676       5 421     8 645                             
South Africa            3 920       3 908     6 034                             
Other operations        1 756       1 513     2 611                             
West and Central Africa 10 723      9 919     16 518                            
Nigeria                 7 784       4 700     10 222                            
Ghana                   1 221       3 092     2 586                             
Other operations        1 718       2 127     3 710                             
Middle East and North   4 871       3 402     5 785                             
Africa                                                                          
Iran                    1 317       1 661     3 326                             
Syria                   1 066       410       748                               
Other operations        2 488       1 331     1 711                             
Head office companies   861         724       300                               
Total                   22 131      19 466    31 248                            
Reported capital expenditure ("capex") was R19,5 billion, 38% lower than in     
2009 and slightly below estimate. The lower-than-expected expenditure was       
partially attributable to rand strength as well as lower expenditure in         
Nigeria and Iran. The stronger rand reduced reported capex for the year by      
R2,3 billion.  In Ghana, MTN`s capex was higher than expected because of the    
roll-out of fibre and a new switch centre. Group capex in 2011 is planned to    
be marginally higher partly due to a roll-over from 2010.                       
The R13,3 billion increase in the Group`s cash and cash equivalents at year     
end was mainly the result of the R11,7 billion reduction in the Group`s capex   
requirement, as outlined above. This was also the key driver of the increase    
in approximate free cash flow* for the period to R31,0 billion from R14,9       
billion in 2009.                                                                
The increase in cash and cash equivalents, combined with marginally lower       
gross debt levels, resulted in a net cash position of R905 million at 31        
December 2010 compared with a net debt position of R12,2 billion in the prior   
year.                                                                           
Group initiatives                                                               
MTN recognises the importance of evolving its business as the industry matures  
and converges and as consumers demand broader product offerings. Even though    
MTN`s 21 markets are at varying stages of development, a number of data and     
value-added service initiatives continued to gain momentum during 2010. These   
included:                                                                       
The introduction of a dedicated `Commercial and Innovation` function which has  
developed a comprehensive data strategy for the Group`s operations. Partner     
relationships, products and process frameworks are now better established for   
roll-out across the Group.                                                      
Investment and upgrade of network and IT infrastructure to support converged    
and IP-based services including 3G and WiMax;                                   
Investment in undersea cables and fibre transmission both on a national and     
international level;                                                            
Launch of MobileMoney in three more markets to date, bringing the total number  
of countries that have launched this service to 11 and the total number of      
MobileMoney subscribers to 4,3 million at the end of December 2010.             
In order for MTN to continue to operate at historical levels of profitability   
and maintain its competitive edge, the Group has embarked on structural cost    
efficiencies and savings initiatives. These include:                            
The adoption of an infrastructure tower-sharing strategy to pursue more         
extensive sharing of passive infrastructure and fibre.                          
A structural framework for key projects including:                              
Cost-effective platforms for delivery of data and services;                     
Standardisation and optimisation of systems and processes;                      
Increased centralisation of procurement activities and rationalisation of       
suppliers; and                                                                  
Shared services and outsourcing                                                 
The Ghanaian market presented an ideal opportunity to commence the Group`s      
medium-term objectives with respect to its towers. MTN and American Tower       
Corporation ("ATC") announced that they have entered into a definitive          
agreement for the establishment of a joint venture in Ghana. This includes the  
sale of 1,876 of MTN Ghana`s towers for approximately USD428,3 million, of      
which ATC will pay USD218,5 million for its 51% stake. This is expected to be   
implemented during the first half of 2011.                                      
South Africa                                                                    
MTN South Africa`s performance was encouraging in a market that is technically  
more than 100% penetrated, driven by high growth in the prepaid segment. The    
operation increased its market share to 36%, as a result of leveraging a        
strong brand and improved segmented propositions in the prepaid and hybrid      
segments of the market. The brand perception was greatly supported by MTN`s     
affiliation to the 2010 FIFA World CupTrade Mark and the Ayoba campaign.        
Subscribers increased by 17.3% for the period to 18,8 million. This was mainly  
due to the 18.6% increase in the prepaid segment to 15,5 million users. The     
strong product offering in this segment, including the enhanced MTN Zone        
offering, was a big contributor to growth. The postpaid segment continued to    
grow, albeit at a slower pace, increasing its subscriber base by 11.3% to 3,4   
million at the end of 2010. The increased use of hybrid packages was partly     
offset by a fall in classic-type packages. As at 31 December 2010, 81% of the   
prepaid base and 71% of the postpaid base had been RICA`d and the deadline was  
extended to 30 June 2011.                                                       
MTN South Africa`s revenue grew by 8% for the year, driven mainly by an 8%      
growth in airtime and subscription revenue. Strong growth in data revenue of    
47% was offset by a 10% decrease in interconnect revenue. The first reductions  
in mobile termination rates were effective in March 2010 and, following the     
publication of the final termination regulation on 29 October 2010, these       
reductions will continue until both peak and off-peak rates are at 40c in       
March 2013. Prepaid average revenue per user per month ("ARPU") increased by    
R12 to R112 because of an increase in the percentage of revenue-generating      
subscribers in the reported base and an increase in data revenue spend.         
Postpaid ARPU declined by R36 to R329 a month due to continued lower out-of-    
bundle spend and migrations to lower-value packages.                            
MTN South Africa`s EBITDA margin increased by 2.6 percentage points to 34.0%    
from the prior year. This was partly driven by an increase in on-net traffic    
which resulted in interconnect costs reducing by more than the reduction in     
interconnect revenue. Margins were also positively affected by relatively       
lower distribution costs and changes in the licence fee terms.                  
MTN South Africa continued to invest in and upgrade the network, rolling out    
369 2G and 284 3G BTSs and bringing the total BTS count to 8,912 at the end of  
the year. Capex reduced to 11% of revenue, from 18% in the prior year although  
3G, data and IP interfaces, coverage and capacity increased significantly in    
support of the growing data revenue opportunity. To further support the         
network, long-distance fibre initiatives continue to be rolled out but          
progress on these initiatives has been slower than expected. By the end of      
December 2010, 472 km of the Johannesburg-to-Durban route had been trenched,    
while 172 km and 80 km of the Johannesburg-to-Bloemfontein and Bloemfontein-to- 
Cape Town routes respectively had been trenched.                                
Nigeria                                                                         
MTN Nigeria performed well for the period under review despite increased        
competition in the fourth quarter, increasing its market share to 52% through   
the capture of more than 60% of the subscribers added by the market in 2010.    
This was as a result of attractive segmented promotions to customers and        
effective churn management. Improved customer service and product               
accessibility through enhanced distribution channels and customer call centres  
also contributed to the subscriber base increasing by 25% over the year to      
38,7 million. Registration of the existing subscriber base is progressing       
steadily with approximately 34% of the total base registered at 31 January      
2011. From 14 February 2011, all new SIM cards are being sold partially         
activated in line with regulatory requirements. This gives customers 30 days    
to register the SIM card during which time they can only receive calls.         
Naira ("NGN") revenue grew by 16% mainly as a result of increased airtime and   
subscription revenue (up 19%), which was partially offset by lower              
interconnect revenue. Interconnect revenue decreased by 25% following the       
introduction by the regulator of lower mobile termination rates at the end of   
the prior year. Data and SMS revenue continued on a strong trajectory albeit    
off a very low base. ARPU declined by 10% in local currency and 11% in dollar   
terms to USD11, in line with penetration into lower-usage segments of the       
market. Mobile penetration in Nigeria increased by 7 percentage points to 49%   
during the year.                                                                
MTN Nigeria`s EBITDA margin increased by 3.7 percentage points to 62.9% at 31   
December 2010. This was mainly due to the operation achieving better economies  
of scale and various ongoing cost control initiatives.                          
The strength of the rand dampened the rand reported results for Nigeria         
resulting in a 0.5% revenue growth to R33,4 billion and a 6.8% EBITDA growth    
to R21,1 billion.                                                               
Site roll-out only gained momentum in the second half of the year as the        
company added 1,504 2G and 480 3G BTSs, bringing the total BTS count to 9,110   
at the year end. Capital expenditure reduced to 14% of revenue from 31% the     
prior year. Despite the slower roll-out, the operation maintained network       
quality and capacity and this will remain a priority as competition             
intensifies. In addition to the increase in BTS coverage, 4,800 existing BTS    
sites were upgraded. Nigeria also continued to roll-out fibre across the        
country, completing a 696 km fibre ring between Yola, Bauchi and Gombe. In an   
effort to enhance data capabilities, a national fibre expansion project (phase  
1) was initiated linking 71 high-capacity BTS sites on fibre and integrating    
66 sites. Further roll-out of WiMax continued to gain momentum, increasing the  
roll-out to three additional states.                                            
Ghana                                                                           
MTN Ghana performed satisfactorily in one of the Group`s most competitive       
markets, with market share decreasing to 53% from 55% in 2009. MTN Ghana        
recorded a 9% increase in subscribers to 8,7 million at December 2010, driven   
largely by the introduction of new price plans and the revision of MTN Zone to  
allow subscribers to view discounts in terms of monetary value rather than as   
discount percentages. MTN Ghana`s performance was encouraging given aggressive  
competition through headline tariff reductions and the impact of SIM card       
registration. This regulatory requirement resulted in net disconnections in     
the second half of the year. As at 31 December 2010, 70% of the base had been   
registered. The final deadline for registration is June 2011.                   
Cedi ("GHC") revenue grew by 14%, ahead of subscriber growth, mainly because    
of the increase in airtime and subscription revenue. Although data revenue      
grew strongly, this was off a low base and only contributed 1.9% to total       
revenue. SMS revenue also increased significantly, but again only contributed   
5% to revenue. Reported ARPU decreased by USD1 to USD7 while GHC ARPU remained  
stable despite the disconnections in the second half of the year.               
MTN Ghana`s EBITDA margin decreased slightly to 44.3% from 44.5% in the prior   
period. This was mainly because of the increase in direct network operating     
costs, specifically rent and utilities, and maintenance costs associated with   
a price hike in May 2010 as well as a bigger network. Staff costs also          
contributed to the decrease in margin as a result of improved retention         
initiatives.                                                                    
Due to the strong rand, there was no revenue growth in rand terms and a 0.7%    
decrease in EBITDA to R2,4 billion for the year.                                
MTN Ghana rolled out 940 BTSs during the year, bringing the total number of     
BTSs to 4,033.  Capex increased to 55% of revenue from 46% the prior year as    
the roll-out gained momentum in the second half of the year, enabling the       
operation to maintain network quality and capacity despite a meaningful         
increase in traffic. A further 77 3G BTSs were added.                           
Iran                                                                            
MTN Irancell reported a strong operational performance, increasing its market   
share to 44% in December 2010 from 40% the prior year. This was mainly due to   
improved network coverage and quality, attractive seasonal promotions, the      
continued roll-out of electronic distribution channels and improved brand       
perception. Subscriber numbers increased by 28% to 29,7 million at the end of   
the year.                                                                       
Rial ("IRR") revenue increased by 42%, significantly ahead of subscriber        
growth for the same period. This was largely due to the 42% growth in airtime   
and subscription revenue and the 73% growth in SMS revenue, which were partly   
offset by lower connection revenue as a result of the lower prices charged on   
prepaid connections. Data revenue growth was high but not yet significant as a  
percentage of revenue because of content limitations. Reported ARPU remained    
stable at USD8 , although IRR ARPU increased marginally as a result of          
improved network quality.                                                       
MTN Irancell`s EBITDA margin increased by 6.2 percentage points to 41.1% at     
the end of December 2010. This was mainly because of cost efficiencies in       
maintenance and transmission eminating from renegotiated supplier contracts,    
as well as a change in the transmission leasing strategy. A reduction in        
prepaid dealer commissions and tighter control of marketing costs also          
contributed.                                                                    
Owing to the strength of the rand, these figures in rand terms translated into  
21% revenue growth and 42% growth in EBITDA for the year. MTN Group             
consolidates only 49% of MTN Irancell.                                          
During the year 1,284 BTS`s were added, resulting in a total 6,859 at the end   
of the year.   Capex declined to 18% of revenue from 44% in the prior year,     
although MTN Irancell increased its population and geographic coverage to 77%   
and 20% respectively. It also added 5,772 km of road coverage during the year.  
WiMax roll-out continued, increasing the number of live sites to 535, mainly    
in major cities.                                                                
Syria                                                                           
MTN Syria`s performance remained stable as it maintained its market share at    
45% and recorded a 15% increase in subscriber numbers to 4,9 million at the     
end of December 2010. These results were underpinned by attractive segmented    
customer value propositions, loyalty programmes and improved brand perception.  
A memorandum of understanding for the conversion of the build-operate-transfer  
arrangement to a freehold licence was signed with the Ministry of               
Telecommunications and is expected to be implemented in the first half of       
2011.                                                                           
Syrian pound ("SYP") revenue increased by 10.4% in the year, mainly             
attributable to the 10% increase in airtime and subscription revenue and the    
9% growth in interconnection revenue. Data revenue has also started to show     
growth as a result of increased data product offerings.  Data revenue now       
comprises 4.4% of total revenue and SMS revenue 6.6%.                           
Reported ARPU decreased by USD2 to USD16, as SYP ARPU declined by 8% in line    
with penetration into lower-usage segments.                                     
MTN Syria`s EBITDA margin increased by 4.1 percentage points to 23.7% at the    
end of the year. This was largely because of a decrease in rent and utility     
costs resulting from a change in the electricity provision and usage            
estimation policy. Transmission and maintenance costs also decreased following  
the adoption of lower pricing from the regulator. In addition, there was a      
general reduction in commissions paid in the market which led to a material     
reduction in distribution costs.                                                
Because of the strong rand, MTN Syria reported a 2.5% reduction in revenue in   
rand terms to R6,8 billion and a 14% increase in EBITDA to R1,6 billion for     
the 2010 year.                                                                  
MTN Syria added 415 BTSs in the year, bringing the cumulative total at the end  
of the period to 3,912.  Capital expenditure dropped to 6% of revenue from 11%  
in the prior year without negatively affecting performance. This is because     
the operation has already completed its frequency plans and re-engineered       
radio transmission aimed at enabling increased network quality and capacity.    
Prospects                                                                       
MTN`s vision is to be the leader in telecommunications in emerging markets.     
The board will continue to evaluate and consider value accretive opportunities  
going forward. However, due to the limited number of such opportunities, the    
board is confident that growth aspirations can be accommodated within the       
imperative of improved short term returns to shareholders.                      
With a strong market position and penetration still at a weighted  average of   
50%*** in the markets in which it operates, MTN is well positioned to continue  
to deliver good organic growth. Increased voice penetration, intense            
competition, at times challenging regulatory environments and the evolution of  
industry and customer trends are likely to continue to place pressure on        
revenue growth and EBITDA margins. However, these are expected to be offset in  
part by growth in data and other value added services, increased voice usage    
and cost reduction strategies.                                                  
The markets and economies in which MTN operates continue to evolve and MTN is   
responsive to the management of risks in these markets. Operations in           
countries affected by local tensions have continued to function with the Group  
taking precautionary measures wherever necessary.                               
Further to the announcement of 20 December 2010, the Group continues to look    
for ways to optimise the management and structure of MTN`s International        
operations and will make further announcements in due course in line with its   
strategy.                                                                       
Subscriber net additions guidance for 2011                                      
           Net additions                                                        
           000`s                                                                

South                                                                           
Africa      2,000                                                               
Nigeria                                                                         
4,200                                                                
Ghana                                                                           
           390                                                                  
Iran                                                                            
3,350                                                                
Syria                                                                           
           600                                                                  
Rest                                                                            
6,385                                                                
Total                                                                           
           16,925                                                               
*** Excluding South Africa and Iran                                             
Dividends                                                                       
Shareholders are advised that the MTN board has approved an increase in the     
payout ratio to 55%. Accordingly, a final cash dividend of 349 cents per share  
in respect of the period to 31 December 2010 has been declared. This will       
bring the total dividend for the year to 500 cents. The dividend is calculated  
based on a full-year adjusted HEPS of 909,1 cents, after a once-off adjustment  
for the impact of MTN Zakhele. As 151 cents was paid at the interim period, a   
final dividend of 349 cents is payable to shareholders recorded in the          
register of the MTN Group at the close of business on Friday, 1 April 2011. In  
compliance with the requirements of Strate, the electronic settlement and       
custody system used by the JSE, the MTN Group has determined the following      
salient dates for the payment of the dividend:                                  
Last day to trade cum dividend           Friday, 25 March 2011                  
Shares commence trading ex dividend      Monday, 28 March 2011                  
Record date                              Friday, 1 April 2011                   
Payment of dividend                      Monday, 4 April 2011                   
Share certificates may not be dematerialized or rematerialized between Monday,  
28 March 2011 and Friday, 1 April 2011, both days inclusive.                    
On Monday, 4 April 2011, the dividend will be transferred electronically to     
the bank accounts of certificated shareholders who make use of this facility.   
In respect of those who do not use this facility, cheques dated Monday, 4       
April 2011 will be posted on or about that date. Shareholders who hold          
dematerialised shares will have their accounts held by the Central Securities   
Depository Participant or broker credited on Monday, 4 April 2011.              
Condensed consolidated                     31         31 December               
                                          December                              
income statement                           2010       2009                      
                                          Audited    Audited                    
Rm         Rm                         
Revenue                                    114 684    111 947                   
Direct network operating costs             (16 818)   (15 925)                  
Cost of handsets and other accessories     (6 819)    (6 297)                   
Interconnect and roaming                   (12 593)   (15 166)                  
Employee benefits                          (5 961)    (5 843)                   
Selling, distribution and marketing        (14 741)   (14 649)                  
expenses                                                                        
Other expenses                             (10 215)   (8 004)                   
Depreciation of property, plant and        (13 248)   (11 807)                  
equipment                                                                       
Amortisation of intangible assets          (2 120)    (2 668)                   
Goodwill impairment                        (32)       -                         
Net finance costs                          (4 094)    (5 810)                   
Share of results of associates after tax   52         (5)                       
Profit before income tax                   28 095     25 773                    
Income tax expense                         (11 268)   (8 612)                   
Profit after tax                           16 827     17 161                    
Attributable to:                                                                
Equity holders of the company              14 300     14 650                    
Non-controlling interests                  2 527      2 511                     
Earnings per ordinary share (cents)                                             
attributable to equity holders of the                                           
company                                                                         
- basic                                    776,2      791,4                     
- diluted                                  764,5      781,5                     
Dividends per share (cents)                343,0      181,0                     
Condensed consolidated statement          31          31 December               
December                               
of comprehensive income                   2010        2009                      
                                         Audited     Audited                    
                                         Rm          Rm                         
Profit after tax                          16 827      17 161                    
Other comprehensive income:                                                     
?Exchange differences on translation of   (9 811)     (17 700)                  
foreign operations                                                              
?Cash flow hedges                         77          (191)                     
Total comprehensive income/(loss) for     7 093       (730)                     
the year                                                                        
Attributable to:                                                                
Equity holders of the company             5 059       (2 508)                   
Non-controlling interests                 2 034       1 778                     
                                         7 093       (730)                      
Condensed consolidated                     31         31 December               
December                              
statement of financial position            2010       2009                      
                                          Audited    Audited                    
                                          Rm         Rm                         
Non-current assets                         99 727     110 213                   
Property, plant and equipment              63 361     67 541                    
Goodwill, intangible assets and            31 568     37 526                    
investments in associates                                                       
Other non-current assets                   4 798      5 146                     
Current assets                             54 234     46 024                    
Cash and cash equivalents                  35 947     23 999                    
Restricted cash                            285        742                       
Other current assets                        18 002    21 283                    
Assets of disposal group classified as     825        -                         
held for sale                                                                   
ASSETS                                     154 786    156 237                   
Total equity                               74 074     72 866                    
Non-current liabilities                    33 995     28 426                    
Borrowings                                 24 857     21 066                    
Deferred tax and other non-current         9 138      7 360                     
liabilities                                                                     
Current liabilities                        46 717     54 945                    
Non interest-bearing liabilities           36 246     39 094                    
Interest-bearing liabilities               10 471     15 851                    
EQUITY AND LIABILITIES                     154 786    156 237                   
Condensed consolidated statement           31         31 December               
                                          December                              
of changes in equity                       2010       2009                      
Audited    Audited                    
                                          Rm         Rm                         
Opening balance                            72 866     80 542                    
Total comprehensive income/(loss) for      7 093      (730)                     
the year                                                                        
Dividends paid                             (9 083)    (6 122)                   
Shares issued during the year              11         20 392                    
Transactions with non-controlling          60         (43)                      
interests                                                                       
MTN Zakhele transaction                    2 847      -                         
Newshelf share buy back                    -          (21 226)                  
Other reserves                             280        53                        
Closing balance                            74 074     72 866                    
Condensed consolidated                     31         31 December               
                                          December                              
statement of cash flows                    2010       2009                      
Audited    Audited                    
                                          Rm         Rm                         
Cash inflows from operating activities     34 728     36 282                    
Cash outflows from investing activities    (15 701)   (33 192)                  
Cash outflows from financing activities    (2 055)    (926)                     
Net movement in cash and cash              16 972     2 164                     
equivalents                                                                     
Cash and cash equivalents at beginning     22 646     25 596                    
of year                                                                         
Exchange losses on cash and cash           (3 711)    (5 114)                   
equivalents                                                                     
Cash and cash equivalents at end of year   35 907     22 646                    
Segmental analysis                         31         31 December               
                                          December                              
                                          2010       2009                       
                                          Reviewed   Audited                    
Rm         Rm                         
REVENUE                                                                         
South and East Africa                      42 502     39 669                    
West and Central Africa                    49 887     50 543                    
Middle East and North Africa               22 008     21 525                    
Head office companies                      287        210                       
                                          114 684    111 947                    
EBITDA                                                                          
South and East Africa                      14 556     12 701                    
West and Central Africa                    27 683     27 029                    
Middle East and North Africa               7 393      5 782                     
Head office companies                      (2 095)    551                       
47 537     46 063                     
PAT                                                                             
South and East Africa                      7 511      6 875                     
West and Central Africa                    12 003     12 026                    
Middle East and North Africa               3 740      2 099                     
Head office companies                      (6 427)    (3 839)                   
                                          16 827     17 161                     
Notes to the condensed consolidated financial statements                        
1.   INDEPENDENT AUDIT BY THE AUDITORS                                          
    These condensed consolidated results have been audited by                   
    our joint auditors PricewaterhouseCoopers Inc. and                          
    SizweNtsaluba vsp, who have performed their audit in                        
accordance with the International Standards on Auditing. A                  
    copy of their unqualified audit report is available for                     
    inspection at the registered office of the company.                         
2.   GENERAL INFORMATION                                                        
MTN Group Limited (the "Group") carries on the business of                  
    investing in the telecommunications industry through its                    
    subsidiary companies, joint ventures and associate                          
    companies.                                                                  
3.   BASIS OF PREPARATION                                                       
    These audited results are a summary of the consolidated                     
    financial statements and are prepared in accordance with the                
    recognition and measurement criteria of International                       
Financial Reporting Standards (IFRS), the presentation and                  
    disclosure requirements of IAS34 Interim Financial                          
    Reporting, the AC500 Standards as issued by the Accounting                  
    Practices Board or its successor, the Listings Requirements                 
of the JSE Limited and the requirements of the South African                
    Companies Act 61 of 1973, as amended, on a basis consistent                 
    with the prior year.                                                        
4.   ACCOUNTING POLICIES                                                        
The accounting policies adopted are consistent with those of                
    the annual financial statements for the year ended 31                       
    December 2010, as described in the annual financial                         
    statements.                                                                 
During the year, the Group adopted all the IFRS and                         
    interpretations being effective and deemed applicable to the                
    Group. None of these had a material impact on the results of                
    the Group.                                                                  
5.   HEADLINE EARNINGS PER ORDINARY                                             
    SHARE                                                                       
    The calculations of basic and adjusted headline earnings per                
    ordinary share are based on basic headline earnings of R14                  
011 million (2009: R14 869 million) and adjusted headline                   
    earnings of R13 761 million (2009: R13 963 million)                         
    respectively and a weighted average number of ordinary                      
    shares in issue of 1 844 321 478 (2009: 1 851 260 334).                     
Reconciliation between net profit attributable to the equity                
    holders of the company and headline earnings                                
                                          31         31 December                
                                          December                              
2010       2009                       
                                          Audited    Audited                    
                                          Rm         Rm                         
                                          Net**      Net**                      
Net profit attributable to            14 300     14 650                     
    company`s equity holders                                                    
    Adjusted for:                                                               
    (Gain)/loss on disposal of non-       (132)      71                         
current assets                                                              
    (Reversal of)/impairment of           (157)      148                        
    property, plant and equipment and                                           
    other non-current assets                                                    
Basic headline earnings               14 011     14 869                     
    Adjustment:                                                                 
    Reversal of put options in respect                                          
    of subsidiaries:                                                            
- Fair value adjustment               (172)      (537)                      
    - Finance costs                       471        537                        
    - Forex                               (277)      (701)                      
    - Non-controlling interests` share    (272)      (205)                      
of profits                                                                  
    Adjusted headline earnings            13 761     13 963                     
    Reconciliation of headline earnings                                         
    per ordinary share (cents)                                                  
Attributable earnings per share       776,2      791,4                      
    (cents)                                                                     
    Adjusted for:                                                               
    (Gain)/loss on disposal of non-       (7,1)      3,8                        
current assets                                                              
    (Reversal of impairment)/impairment   (8,5)      8,0                        
    of property, plant and equipment                                            
    and other non-current assets                                                

    Basic headline earnings per share     760,6      803,2                      
    (cents)                                                                     
    Reversal of put options in respect    (13,6)     (48,9)                     
of subsidiaries                                                             
    Adjusted headline earnings per        747,0      754,3                      
    share (cents)                                                               
    Diluted headline earnings per share   748,9      793,2                      
Number of ordinary shares in issue:                                         
    - Weighted average (`000)             1 844 321  1 851 260                  
    - At period end (`000)                1 884 529  1 840 536                  
    **Amounts are stated after taking into account non-                         
controlling interests.                                                      
    Adjusted headline earnings adjustments                                      
    Put option in respect of                                                    
    subsidiaries                                                                
IFRS requires the Group to account for written put options                  
    held by non-controlling shareholders of Group subsidiaries,                 
    which provides the non-controlling shareholders with the                    
    right to require the subsidiaries to acquire its                            
shareholding at fair value. Prior to the implementation of                  
    IFRS, the shareholdings were treated as non-controlling                     
    shareholders in the subsidiaries as all risks and rewards                   
    associated with these shares, including dividends, accrued                  
to the non-controlling shareholders.                                        
    IAS 32 requires that in the circumstances described in the                  
    previous paragraph:                                                         
    (a) the present value of the future redemption amount be                    
reclassified from equity to financial liabilities and that                  
    financial liability so reclassified subsequently be measured                
    in accordance with IAS 39;                                                  
    (b) in accordance with IAS 39, all subsequent changes in the                
fair value of the liability together with the related                       
    interest charges arising from present valuing the future                    
    liability be recognised in the profit and loss;                             
    (c) the non-controlling shareholder holding the put option                  
no longer be regarded as a non-controlling shareholder but                  
    rather as a creditor from the date of receiving the put                     
    option.                                                                     
    Although the Group has complied with the requirements of IAS                
32 and IAS 39 as outlined above, the board of directors has                 
    reservations about the appropriateness of this treatment in                 
    view of the fact that:                                                      
    (a) the recording of liabilities for the present value of                   
the future strike price of the written put options result in                
    the recording of liabilities that is inconsistent with the                  
    framework, as there is no present obligation for the future                 
    strike price;                                                               
(b) the shares considered to be subject to the contracts are                
    issued and fully paid up, have the same rights as any other                 
    issued and fully paid up shares and should be treated as                    
    such;                                                                       
(c) the written put options meet the definition of a                        
    derivative and should therefore be accounted for as a                       
    derivatives in which case the liabilities and the related                   
    fair value adjustments recorded through the profit and loss                 
would not be required.                                                      
                                          31         31 December                
                                          December                              
                                          2010       2009                       
Audited    Audited                    
                                          Rm         Rm                         
                                                                                
                                                                                
6.   CAPITAL EXPENDITURE INCURRED          19 466     31 248                    
7.   CONTINGENT LIABILITIES AND                                                 
    COMMITMENTS                                                                 
    Contingent liabilities - upgrade      941        1 209                      
incentives                                                                  
    Operating leases - non-cancellable    349        832                        
    Finance leases                        303        348                        
    Other                                 491        749                        
8.   COMMITMENTS FOR PROPERTY, PLANT AND              23 599                    
    EQUIPMENT AND INTANGIBLE ASSETS       22 131                                
9.   CASH AND CASH EQUIVALENTS                                                  
    Bank balances, deposits and cash      35 947     23 999                     
Call borrowings                       (40)       (1 353)                    
                                          35 907     22 646                     
10.  INTEREST-BEARING LIABILITIES                                               
    Call borrowings                       40         1 353                      
Short-term borrowings                 10 431     14 498                     
    Current liabilities                   10 471     15 851                     
    Non-current liabilities               25 857     21 066                     
                                          35 328     36 917                     
11.  ASSETS OF DISPOSAL GROUP CLASSIFIED AS HELD FOR SALE                       
    MTN`s Ghana subsidiary, Scancom Limited announced on 6                      
    December 2010 that it has concluded a transaction with the                  
    American Tower Company (ATC) which involves the sale of up                  
to 1 876 of Scancom Limited`s existing sites to TowerCo                     
    Ghana for an agreed purchase price of up to approximately                   
    USD 428,3 million, of which ATC will hold a 51% stake in                    
    Towerco Ghana`s holding company, with the remaining 49%                     
stake held by MTN Dubai Limited. Scancom Limited will be the                
    anchor tenant, in commercial terms, on each of the towers                   
    being purchased. The transaction is expected to be finalised                
    during 2011, subject to customary closing conditions.                       
12.  POST BALANCE SHEET EVENTS                                                  
    The directors are not aware of any matter or circumstance                   
    arising since the end of the reporting period, not otherwise                
    dealt with herein, which significantly affects the financial                
position of the Group or the results of its operations or                   
    cash flows for the year ended.                                              
13.  EFFECTS OF MTN ZAKHELE TRANSACTION                                         
    MTN concluded its Broad-Based Economic Empowerment                          
transaction "MTN Zakhele" during October 2010. The                          
    transaction is designed to provide long term, sustainable                   
    benefits to all BEE participants and will run for a period                  
    of six years. Over 122 552 applicants subscribed for shares                 
and were successful.                                                        
    The total cost of this transaction was R2 973 million which                 
    was recognised as a once-off charge in the income statement                 
    for the year. This charge includes the once-off IFRS 2 Share-               
based Payment transactions charges for the notional vendor                  
    finance of R1 382 million, the Employee Share Option Plan of                
    R171 million and a donation of R1 294 million. Transaction                  
    costs amounted to R126 million.                                             
If this transaction is excluded, attributable earnings would                
    have been 18% higher.                                                       
    Net profit attributable to the company`s equity  14 300                     
    holders                                                                     
Add back once off MTN Zakhele cost               2 973                      
    Net profit attributable to the company`s equity  17 273                     
    holders excluding MTN Zakhele                                               
    Adjusted headline earnings per share excluding   909,1 cents                
MTN Zakhele                                                                 
For and behalf of the board                                                     
Directorate:                                                                    
MC Ramaphosa (Chairman), PF Nhleko* (Group President and CEO), RS Dabengwa*, N  
Patel*, KP Kalyan, AT Mikati, MJN Njeke, JHN Strydom, AF van Biljon, J van      
Rooyen, DDB Band, D Marole, P Mageza, A Harper *Executive                       
Group secretary:                                                                
SB Mtshali, 216 - 14th Avenue, Fairland, 2195                                   
Private Bag 9955, Cresta, 2118                                                  
Registered office:                                                              
216 - 14th Avenue, Fairland, 2195                                               
American Depository Receipt (ADR) programme:                                    
Cusip No. 62474M108 ADR to ordinary share 1:1                                   
Depository:                                                                     
The Bank of New York, 101 Barclay Street, New York NY 10286, USA                
Office of the South African registrars: Computershare Investor Services         
(Proprietary) Limited                                                           
(Registration number: 2004/003647/07)                                           
70 Marshall Street, Marshalltown, Johannesburg, 2001 
 PO Box 61051,            
Marshalltown, 2107                                                              
Joint auditors:                                                                 
PricewaterhouseCoopers Inc., 2 Eglin Road, Sunninghill, 2157                    
Private Bag X36, Sunninghill, 2157 and SizweNtsaluba VSP , 20 Morris Street     
East, Woodmead, 2191  PO Box 2939, Saxonwold, 2132                              
E-mail:                                                                         
investor_relations@mtn.com                                                      
Fairland                                                                        
9 March 2011                                                                    
Sponsor:                                                                        
Deutsche Securities (SA) (Proprietary) Limited                                  
Date: 09/03/2011 08:30:01 Produced by the JSE SENS Department.                  
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