MTN GROUP LIMITED - Summary consolidated reviewed14 Aug 2013
MTN 201308140004A
Summary consolidated reviewed financial results for the six months ended 30 June 2013

MTN Group Limited
(Incorporated in the Republic of South Africa)
Registration number: 1994/009584/06 
Share code: MTN 
ISIN code: ZAE 000042164 
(MTN)

Summary consolidated reviewed financial results
for the six months ended 30 June 2013


MTN is a leading emerging markets mobile operator, connecting more than 200 million people in 
22 countries across Africa and the Middle East. We are at the forefront of global technological 
changes, delivering a bold, new Digital World to our customers.


  Highlights                                         
  Group subscribers increased 6,5% to 201,5 million       
  Data revenue increased 36,9% to  R9 054 million                
  EBITDA margin stable at 42,5%**  
  HEPS increased 22,0% to 654 cents  
  Revenue increased 9,8% to R65 248 million                     
  EBITDA increased 6,4% to R27 743 million**  
  Capex increased 32,7% to R12 792 million                                                  
  Interim dividend per share increased 15,3% to 370 cents  
                          

Review of results

Overview
We are pleased to report MTNs results for the six-month period to 30 June 2013. The results
reflect a challenging operating environment given the sustained global economic slowdown, highly
competitive mobile markets and regulatory pressures, which have seen average voice tariffs across 
our markets fall 29,5% year-on-year (YoY) in US dollar terms. Despite these challenges, our 
substantial investment in network infrastructure and robust subscriber growth position us well for 
improved organic growth. 

Over the first six months of 2013, Group subscribers increased 6,5%, to 201,5 million, supported
by competitive offerings and increased network capacity. At the end of July, the Group recorded a
total of 200 million subscribers after adjusting for the 3,2 million disconnections in Nigeria 
related to the mandatory subscriber registration programme which closed on 30 June 2013. 

Reported revenue for the six months increased 9,8% (*organic revenue up 1,9%), despite being
negatively impacted by the tariff cuts in both Nigeria and South Africa. The Large OpCo Cluster 
and the Small OpCo Cluster reported a solid 9,7% and 24,7% YoY growth in revenue respectively. 
The reported financial results were positively affected by the 16,3% decline in the average rand 
versus US dollar rate.

MTN Nigeria continued to show consistent month-on-month improvements in its operational metrics.
Revenue performance, however, was impacted by the 40% reduction in mobile termination rates 
effective 1 April as well as by the temporary network disconnections in three northern states. In 
South Africa, the weak consumer environment and aggressive competition had a dampening effect on 
revenue. 

Group EBITDA increased by 6,4% to R27 743 million, with the EBITDA margin remaining stable at
42,5% excluding the profit from the tower sales in Ivory Coast and Cameroon. We expect improved 
organic growth in EBITDA in the second half of this year.

During the period we invested R12 792 million in our network, bringing 2 130 2G and 1 800 3G sites
on air. This is in line with our strategy to improve the quality of our service offering to more
customers and remains a key element in securing continued growth over the medium term. 

During the period under review, the Group reclassified its intergroup loan to MTN Syria as a net
investment in the foreign operation in accordance with the principles of IAS 21, The Effect of
Changes in Foreign Exchange Rates. This has resulted in foreign exchange movements of R962 million 
in respect of the loan being accounted for in equity from 1 January 2013. This has positively 
impacted headline earnings per share (HEPS) with HEPS increasing 22,0% to 654 cents for the period. 

* Constant currency information disclosed in these results is the responsibility of the Groups
    directors. The constant currency information has been presented to illustrate the impact of changes
    in currency rates on the Groups results and hence may not fairly present the Groups results of
    operations. In determining the change in constant currency terms, the current financial reporting
    periods results have been adjusted to the prior periods average exchange rates determined as the
    average of the monthly exchange rates. The measurement has been performed for each of the groups
    currencies, materially that of the USD, Nigerian Naira and Iranian Rial. The constant currency 
    information has not been reviewed and reported on by the Groups external auditors.
** Excluding tower profits

Prospects
For the remainder of the year, we expect to deliver improved YoY organic growth in both revenue
and EBITDA. Although operating conditions in South Africa are expected to remain difficult, we will
continue to focus on competitive, value-added propositions and on improving cost efficiencies. The
recovery in our Nigerian operation is expected to continue over the second half, supported by a 
strong capital expenditure programme. We expect the Group to add a total of 21,1 million subscribers 
for the full 2013 year. 

Any forward looking information contained in this announcement has not been reviewed or reported
on by the Companys external auditors.

In the medium term there remain a number of opportunities for MTN, which include providing more
services to our customers by moving decisively into the digital space and taking advantage of 
growth in data traffic and ICT solutions. We will also continue to leverage MTNs inherent 
strength in adjacent industries and explore value accretive M&A activities. 

Amid greater competition, which in turn pressures revenue and margins, we will remain competitive
by providing an excellent customer experience, improving network quality and capacity, lowering 
the cost base of our business and improving operational efficiency. 

SANCTIONS
MTN continues to work closely with all relevant authorities in managing US and EU sanctions
against Iran and Syria. MTN continues to retain international legal advisors to assist the 
Group in remaining compliant with all applicable sanctions.

CHANGES TO THE BOARD OF DIRECTORS
During the year to date, the following changes to the board became effective:
 MC Ramaphosa tendered his resignation as chairman of the board, effective 28 May 2013; 
 PF Nhleko was appointed to replace him as chairman of the board, effective 29 May 2013; 
 NI Patel tendered his resignation as executive director and Group chief financial officer,
  effective 21 July 2013; and 
 BD Goschen was appointed as executive director and Group chief financial officer, effective 
  22 July 2013.

Leading the delivery of a bold new digital world
We continue to enhance our traditional voice offering and actively develop new products and
services in support of our data and ICT growth strategies. This will see data continue to be a 
key driver of the business over the medium term.

VOICE
Over the first six months of 2013, traffic volumes increased 26,2% YoY and voice revenue grew
7,9%. Voice revenue now accounts for 63,7% of total revenue, down from 64,8% in 2012. On a YoY 
basis, the average price per minute (APPM) declined by 29,5% in US dollar terms. We remain 
focused on improving network quality and customer service as well as providing value-added 
products and services  to our customers, such as MTN Zone and Me2U.

DATA AND RELATED SERVICES
During the period, data services were the key driver of MTNs revenue growth. Our operations in
South Africa and Nigeria were the biggest contributors to data revenue growth, whilst those in 
Ghana, Cameroon, Ivory Coast and Benin also delivered a strong performance. 

Data subscriber numbers increased by 29,5% to 65,4 million and data traffic grew by 55,7%. This
was achieved through extending our 3G coverage as well as through the increased number of 
data-enabled devices, which have reached 122,2 million. Our network has 31,6 million smartphones 
in use and increasing smartphone penetration remains an important objective. We also continue to 
support innovation with products such as Magic Voice, MTN Play, MTN Opera Mini and MTN Afrinolly. 

The MTN Mobile Money and financial services offering continues to gain traction in existing and
new markets and had almost 12,1 million users at the end of June 2013, a YoY increase of 64,5%. 
MTN Mobile Money revenue reached R289 million, with Uganda the leading market for this service. We 
have now launched MTN Mobile Money services in 15 markets and a key focus is to establish a solid 
base and improve returns from this product. 

ICT SERVICES
The integration of the South African Enterprise Business has allowed for a more holistic offering
as businesses seek simplified solutions that enable converged voice, video and data communications.
We are well positioned to leverage our integrated ICT business and the ongoing infrastructure
investment to provide key products and services to our corporate and SME customers across all our 
markets.

These include cloud computing, infrastructure, networking and managed services for end-to-end data
routing.

Financial review

REVENUE                    
Group revenue increased by 9,8% (1,9%*) to R65 248 million for the six-month period, despite a
marginal contraction in the revenue growth in the South African (-1,4%) and Nigerian (-1,6%*) 
operations, which were negatively affected by tariff reductions in these highly competitive markets. 
The strong organic growth achieved in Ghana (15,3%*), Uganda (15,4%*) and Sudan (42,5%*) supported 
the overall results. We expect improved YoY trends in revenue for the second half of this year as 
the investment in capex underpins continued growth in our network coverage and quality.

Outgoing voice revenue increased by 7,9% compared to the prior year and contributed 63,7% to total
revenue. Group data revenue increased by 36,9% as the number of data subscribers reached 65,4
million, an increase of 29,5% on the prior year. Datas contribution to total revenue was 13,9% 
(18,0% including SMS) and the upward trend is expected to continue. The weakness in the rand 
exchange rate in the period contributed to the improvement in reported revenue. 

Group earnings before interest, taxation, depreciation and amortisation (EBITDA) increased by 7,4%
to R28 599 million, which includes R856 million related to the profit on tower sales. Excluding the
profit on tower sales, EBITDA increased by 6,4% to R27 743 million, with a margin of 42,5%. The
tower sales resulted in a R244 million YoY increase in lease costs negatively impacting margins for the
period.

EBITDA was supported by solid growth from Ghana (19,3%*), Uganda (11,4%*), Sudan (54,0%*) and
Cameroon (4,8%*). Although normalised Nigerian EBITDA (excluding the reversal of management fees)
decreased 7,5%* YoY, there has been an encouraging sequential trend and we expect a stable performance 
in the second half of the year. MTN South Africa, Ivory Coast and Syria recorded declines in EBITDA of
7,4%*, 2,7%* and 40,2%* respectively. 

DEPRECIATION AND AMORTISATION                                                                                        
Group depreciation increased by 19,0% YoY as the Group accelerated its capex rollout in South
Africa and Nigeria. Amortisation costs rose by 32,5% driven by increased spend on software.

NET FINANCE COSTS                                                                            
Net finance costs of R88 million reflect a decrease of R1 596 million from the previous year. This
is largely due to a functional currency gain of R1 497 million as well as foreign exchange losses
of R962 million incurred on the Syrian pound intergroup loan receivable, previously recorded in
profit or loss and is now being reported in equity in accordance with IAS 21. The Iranian rial and
Sudanese pound remained relatively stable against the US dollar over the six-month period, reducing 
the YoY reported forex losses.

TAXATION                                                                                             
The Groups taxation charge decreased by 5,4% to R6 620 million and the effective tax rate
declined 5,1 percentage points to 31,3%. The lower tax charge and effective tax rate were mainly the 
result of the secondary tax on companies (STC) in South Africa being discontinued and a reduction in
withholding taxes. 

EARNINGS
Headline earnings per share (HEPS) increased 22,0% to 654 cents and attributable earnings per
share (EPS) increased 19,0% to 684 cents.
 
CASH FLOW
Cash inflows from operating activities declined by 18,8% to R4 854 million mainly due to a 2,7%
decline in cash generated from operations and an 8,2% increase in dividends paid. Expenditure on
property, plant and equipment (excluding software) increased by 20,7% to R10 156 million, which
contributed significantly to the cash outflow on investing activities. Cash inflows on financing 
activities were mainly the result of an increase in borrowings in Nigeria of R5 608 million and 
MTN Holdings of R1 740 million.

CAPITAL EXPENDITURE                                                                                                 
Capex increased by 32,7% to R12 792 million, of which R1 255 million related to the depreciation
in the rand. On a constant-currency basis, capex was R11 537 million. Capex already committed for the
second half of the year stands at R8 119 million.

CASH BALANCE                                                                                        
The Group reported net debt of R3 968 million as net cash balances declined by R6 825 million
driven by the increased investment to support our capex programme and the associated interest-bearing
liabilities. The net debt excludes R4 800 million (49%) of net cash in MTN Irancell now accounted for
on an equity basis.

CHANGES IN OWNERSHIP
During the period under review, the following changes in shareholding occurred:
  The Group concluded the acquisition of the remaining 50% equity interest in MTN Cyprus from its
   local partner, Amaracos Holdings. All conditions precedent to the acquisition were fulfilled on 
   26 March 2013 and MTN Cyprus is now a wholly owned subsidiary of MTN Dubai; 
  The Group decreased its shareholding in MTN Ivory Coast SA from 67,67% to 66,83%; and 
  The Group increased its shareholding in Mauritian internet service provider Satalite Data
Networks Mauritius Proprietary Limited, from 60% to 100%. 

Operational review
SOUTH AFRICA
EBITDA margin declined by 2,1 percentage points
Data revenue increased by 14,7% 
Capex increased 8,6% 

MTN South Africa felt the effects of weaker consumer demand and was slow to respond to aggressive
price competition in both voice and data offerings. The total subscriber base declined marginally 
to 25,0 million from 25,4 million at 31 December 2012. 

After a difficult start to 2013, which saw decreased subscriber net connections, the pre-paid
segment managed to regain some market share in the second quarter due to improved dormancy 
management and as customers responded positively to lower tariffs and increased promotional 
activity.

The post-paid subscriber base performed well, increasing by 5,8% during the six-month period to
4,8 million. This was driven by competitive data offerings and the success of hybrid and classic
packages. Despite a difficult operating environment, MTN South Africa maintained its relative 
value share among post-paid subscribers.

Total revenue declined by 1,4% to R20 146 million from R20 430 million in the previous year
(including MTN Business). Airtime and subscription revenue declined by 4,4% to R9 443 million 
largely due to lower outgoing voice revenue. 

Data revenue, including MTN Business, increased by 14,7% to R4 016 million from R3 502 million in
the prior year and contributed 19,9% to total revenue. Data pricing remained under pressure as the
average effective price per megabyte decreased by 25,0% from 31 December 2012.

Data revenue growth was supported by an increase in the number of mobile data users to 13,5
million from 11,9 million, attracted by a compelling value proposition and the efficient distribution 
of products. Data revenue also benefited from the integration of MTN Business into the South African
operation. Handsets and accessories revenue grew by 16,0% to R3 023 million. During the six-month
period, MTN South Africa sold 2,4 million pre-paid phones and 699 000 post-paid handsets.

Blended ARPU declined by 13,3% to R105,40 from R121,52 in June 2012. Pre-paid ARPU of R78,64 was
13,9% lower than the same period last year (R91,33). Post-paid ARPU decreased by 15,5% to R220,90
compared with R261,33 in the previous year.

EBITDA decreased by 7,4% to R6 503 million. The EBITDA margin declined by 2,1 percentage points
largely as a result of lower revenue growth. Operating costs were well contained and increased
marginally by 1,2% despite the depreciation of the rand against the US dollar as well as higher 
handset volumes, resulted in an 8,4% increase in handsets and other accessories costs. Given 
the more challenging revenue growth environment, there will be an increased focus on cost controls.

Capex for the period amounted to R2 151 million with a focus on 2G and 3G coverage, quality and
capacity. The 3G population coverage is now 67,7%. During the period, limited long-term evolution
(LTE) coverage was implemented in main centres, partly due to a delay in the planned auction of 
2.6GHz and 3.5GHz spectrum and the final frequency and spectrum allocations that are still to be 
determined.

We continue to engage with the various regulatory bodies in this regard.

NIGERIA
Net subscriber additions of 7,8 million
Normalised EBITDA margin of 56,5%
Capex increased by 25,7%*  
1 083 2G and 499 3G co-located sites delivered

MTN Nigeria continued to improve its performance, adding 3,8 million subscribers in Q1 and a
further 3,9 million subscribers in Q2, bringing total subscribers at the end of June 2013 to 55,238
million. However, in July, MTN Nigeria disconnected a number of subscribers related to the
regulator-driven subscriber registration process. At the end of July, 3,2 million mandatory net 
disconnections impacted reported subscriber numbers and brought total subscriber numbers to 
52,7 million.

MTN Nigeria showed a promising upward trend in revenue growth in the period, supported by strong
growth in subscriber numbers and in minutes of use (MOU). However, the reduction in mobile
termination rates, the promotions ban until April and the suspension of services in three states 
in  the north of the country from mid-May constrained performance and resulted in a 1,6%* decline 
in revenue compared with same period in 2012.

In July, post the mandatory subscriber registration process and the lifting of the service
suspension in two of the three northern states, it was encouraging that revenues increased 6,5% on 
a month-on-month basis. 

Reported EBITDA increased by 26,8% mainly due to the reversal of the management fee provision. The
cumulative prior period reversal amounts to R1 778 million and the current period reversal amounts
to R379 million. Excluding the reversal of this provision, EBITDA decreased by 8,0%* compared to 
the prior year with the normalised EBITDA margin of 56,5%. The operation continues to focus on
improving cost efficiencies within managed services and procurement.  

The higher interconnect charges were largely the result of an increase in off-net traffic
following tariff adjustments across the market. This was despite the almost 40% reduction in 
termination rates introduced during the period.

The 35,9% YoY organic growth in data revenue (excluding SMS) supports our strategy to increase 
the contribution of data to total revenue. This was achieved through the provision of value-added
products such as MTN Afrinolly, MTN Play and MTN Caller Tunez, free SIM cards and data bundle 
offers  as well as by our more device-oriented service centres. During the period, a total of 
5,3 million smartphones and approximately 230 000 dongles were active on our network.
 
MTN Nigerias capital expenditure rollout progressed well and despite increased traffic, the
operation achieved a corresponding improvement in network quality. During the first half of 2013,
R6 571 million was capitalised and MTN Nigeria rolled out 1 083 2G sites and 499 3G co-located 
sites.

MTN Nigeria continues to constructively engage with the regulator, the Nigerian Communications
Commission, regarding its recent determination that MTN Nigeria is a dominant operator in that 
country.

OTHER KEY OPERATIONS (including MTN Irancell)
Organic revenue growth of 11,1%
EBITDA margin (excluding tower sales) of 31,9%*
Data revenues increased 96,3%*

MTN Irancell grew total revenue by 19,0%* compared to the prior year, with a 17,9%* increase in
airtime and subscription revenue and a 20,7%* increase in SMS revenue. The 3,8% growth in 
subscribers to 42 million as well as the 32,5% YoY growth in the WiMAX subscriber base to 
approximately 307 000, contributed to revenue performance. Local currency ARPU increased by 
5,8% YoY despite challenging economic conditions.

Data revenue (excluding SMS) increased by 52,7%* compared to the prior year, mainly because of
improved network quality and coverage and numerous promotions supported by affordable handsets, 
and appealing bundle packages.

MTN Irancells EBITDA margin remained stable at 44,3%, supported by solid revenue growth and
efficiencies. These efficiencies counteracted the effect of high inflation and the depreciation 
of the Iranian rial, which caused a substantial increase in the cost of imported equipment and 
material. MTN Irancell continued to invest in its network, spending R907 million for the six-month 
period. It is expected to meet its capex rollout programme requirements for the full year.

MTN Ghana performed strongly, increasing subscribers by 7,3% to 12,6 million compared to 11,7
million at the end of December 2012 and increasing revenue by 15,3%*. This performance was driven 
by a targeted subscriber acquisition campaign, which included segmented customer offerings, improved
regional distribution structures and numerous promotions. There was also good uptake of products 
like MTN Protect and MTN Play. The operation maintained its market share at 50,5%. 

Data revenue (excluding SMS) increased by 56,3%*, supported by attractive data bundle offerings,
affordable handsets and an improved contribution from MTN Mobile Money. MTN Business continued to
gain traction with products such as cloud services. EBITDA rose by 19,3%* and the EBITDA margin
expanded by 1,3 percentage points to 39,0%, supported by cost savings across all areas of the 
business.

Network modernisation and expansion remain a key focus given increasing traffic volumes.

MTN Cameroon grew its subscriber base by 4,3% to 7,6 million compared to 7,3 million at the end 
of December 2012. Despite sluggish economic growth, strong competition and high churn levels, 
the operation grew revenue by 7,7%* and maintained its market share at around 57%. 
Sustained pressure on tariffs was partially offset by a 103% increase in MOU as the investment 
in network modernisation accelerated. At the end of the six month period, two-thirds of the 
capex budget had been capitalised. 

Data services performed well with data revenue increasing by 44,4%*, helped by promotions and
improved coverage. The 3G rollout programme will commence once existing exclusivity arrangements 
expire in December 2014 and this is expected to support data revenue growth. EBITDA increased 
by 44,4%* mainly due to the profit from the tower sales. Excluding the profit on the tower sales, 
EBITDA increased by 4,8%*.

MTN Ivory Coast grew revenue by 8,0%* and recorded net connections of 493 000, which increased 
its subscriber base to 6,6 million after disconnecting 400 000 subscribers who failed to register 
their personal details by the end of 2012. This improved performance was supported by an effective 
MTN value proposition and an efficient registration system. Following the launch of 3G services in
December 2012, data and SMS revenue increased by 40,6%* and 64,7%* respectively, supported by an 
increased uptake of both 2G and 3G services and increased data usage for browsing and games. 

EBITDA increased by 43,3%*, benefiting from the profit from the tower sales. Excluding the
effects of the tower sales, EBITDA decreased by 2,7%* due to the tower rental expense and 
revenue-sharing commissions. The capex programme to rollout more fibre in Abidjan and upgrade the 
intelligent network platform remains on track. 

MTN Uganda increased its subscriber base by 4,4% to 8,0 million from 7,7 million at the end of
December 2012, driven by strong promotional activity, a reduction in churn and the continued 
success of the MTN Zone offering. 

Revenue increased by 15,4%*, supported by strong data revenue growth. SMS revenue declined 14,6%*
as customers opted for newer data-driven social media platforms to communicate and as internet
browsing increased. This positively impacted mobile data revenue, which increased 57,4%, supported 
by a simplified data bundles offering, upgraded internet speeds, regional data exhibitions and a 
strong performance from MTN Mobile Money. MTN Mobile Money recorded a 51% increase in subscribers 
and more than 25 million transactions per month. 

EBITDA declined 41,0%* due to the tower sales in the prior period. Excluding the tower sales,
EBITDA grew 11,4%*. 

MTN Syria reported commendable results amid extremely challenging conditions, with the subscriber
base decreasing by 8,6% to 5,5 million from 6,0 million at the end of December 2012. Despite a
16,0%* decline in overall revenue, data revenue increased by 28,4%* due to the MTN proposition, 
which includes promotions and reliable systems. The operations performance will remain under 
pressure until the crisis in the country is resolved. 

MTN Sudan recorded a good performance, increasing its subscriber base by 7,2% to 8,4 million
compared to 7,9 million in the prior period and maintaining its market share at approximately 31,5%.
Revenue and EBITDA increased by 42,5%* and 54,0%* respectively. While off a low base, data revenue
increased by 260,0%* and remains a strong focus for the business.


  Revised SUBSCRIBER NET ADDITION GUIDANCE FOR 2013                       
                           Old     New       
                          000    000      
 South Africa            2 900     800       
 Nigeria                 7 000   9 000     
                                           
 Large OpCo cluster                        
 Iran                    3 850   3 600     
 Ghana                     800   1 450     
 Cameroon                1 000     850       
 Ivory Coast               300     850       
 Sudan                   1 350   1 350     
 Syria                       -   (750)     
 Uganda                    800     800       
                                           
 Small OpCo cluster      3 000   3 150     
 Total                  21 000  21 100    


Declaration of interim ordinary dividend
Notice is hereby given that a gross interim dividend of 370 cents per share for the six months
ended 30 June 2013 has been declared payable to shareholders of MTNs shares. The dividend has 
been declared out of income reserves. The number of ordinary shares in issue at the date of this 
declaration is 1 881 924 634 (including 22 337 752 treasury shares). The dividend will be subject 
to a maximum local dividend tax rate of 15% which will result in a net dividend to those shareholders 
that bear the maximum rate of dividend withholding tax of 314,50 cents per share after dividend 
withholding tax of 55,50 cents per share. No Secondary Tax on Companies (STC) credits were utilised. 
The net dividend per share for the respective categories of shareholders for the different dividend 
tax rates are as follows:
  0%     370,0000 cents per share   
  5%     351,5000 cents per share   
  7,5%   342,2500 cents per share   
  10%    333,0000 cents per share   
  12,5%  323,7500 cents per share   
  15%    314,5000 cents per share   

The different dividends tax rates above result from the application of the tax rates in various
double taxation agreements as well as exemptions from dividend tax.
MTN Group Limiteds tax reference number is 9692/942/71/8.
In compliance with the requirements of STRATE, the electronic settlement and custody system used
by the JSE Limited, the salient dates relating to the payment of the dividend are as follows:
  Last day to trade cum dividend on the JSE    Friday, 30 August 2013   
  First trading day ex dividend on the JSE     Monday, 2 September 2013   
  Record date                                  Friday, 6 September 2013   
  Payment date                                 Monday, 9 September 2013   


No share certificates may be dematerialised or re-materialised between Monday, 2 September 2013
and Friday, 6 September 2013, both days inclusive.

Dividends in respect of certificated shareholders will be transferred electronically to
shareholders bank accounts on Monday, 9 September 2013. In the absence of specific mandates, 
dividend cheques will be posted to shareholders on or about Monday, 9 September 2013. Shareholders 
who hold dematerialised shares will have their accounts at their Central Securities Depository 
Participant  (CSDP) or broker credited on Monday, 9 September 2013.

The MTN board confirms that the Group will satisfy the solvency and liquidity test immediately
after completion of the dividend distribution.


For and on behalf of the Board
PF Nhleko                        RS Dabengwa
Chairman                         Group President and CEO
Fairland
14 August 2013

For further information on the MTN interim results please refer to the Groups website:
www.mtn.com


Condensed reviewed consolidated interim financial information in accordance with International
Financial Reporting Standards (IFRS)
The Groups condensed reviewed consolidated interim financial information for the six months ended
30 June 2013 have been independently reviewed by the Groups external auditors. The preparation of
the Groups condensed reviewed consolidated interim financial information was supervised by the
Group chief financial officer, BD Goschen, BCom, BCompt (Hons), CA(SA).

These results were made available on 14 August 2013.

Condensed consolidated income statement
                                                                 Note        Six months             Six months          Financial    
                                                                                  ended                  ended         year ended    
                                                                                30 June                30 June         31 December   
                                                                                    2013                  2012*             2012*    
                                                                                Reviewed               Reviewed            Audited   
                                                                                      Rm                     Rm                 Rm   
  Revenue                                                                         65 248                 59 418            121 867   
  Other income                                                                     1 027                    711                894   
  Direct network operating costs                                                  (8 412)                (8 125)           (16 188)  
  Costs of handsets and other accessories                                         (4 883)                (4 574)            (9 590)  
  Interconnect and roaming                                                        (6 714)                (6 241)           (13 254)  
  Employee benefits                                                               (4 272)                (3 496)            (7 534)  
  Selling, distribution and marketing expenses                                    (8 601)                (7 467)           (15 631)  
  Other operating expenses                                                        (4 794)                (3 591)            (7 927)  
  EBITDA                                                                          28 599                 26 635             52 637   
  Depreciation of property, plant and equipment                                   (7 683)                (6 455)           (13 791)  
  Amortisation of intangible assets                                               (1 320)                  (996)            (2 161)  
  Operating profit                                                                19 596                 19 184             36 685   
  Net finance costs                                                                  (88)                (1 684)            (3 790)  
  Share of results of joint ventures and associates after tax       9              1 658                  1 720              3 008   
  Profit before tax                                                               21 166                 19 220             35 903   
  Income tax expense                                                              (6 620)                (6 999)           (11 835)  
  Profit after tax                                                                14 546                 12 221             24 068   
  Attributable to:                                                                                                                   
  Equity holders of the Company                                                   12 537                 10 594             20 704   
  Non-controlling interests                                                        2 009                  1 627              3 364   
                                                                                  14 546                 12 221             24 068   
  Basic earnings per share (cents)                                  8                684                    575              1 126   
  Diluted earnings per share (cents)                                8                680                    570              1 119   
  * 2012 amounts restated, refer to note 18.                                                                                         



Condensed consolidated statement of comprehensive income
                                                                       Six months             Six months          Financial    
                                                                            ended                  ended         year ended    
                                                                          30 June                30 June         31 December   
                                                                              2013                   2012              2012    
                                                                          Reviewed               Reviewed            Audited   
                                                                                Rm                     Rm                 Rm   
  Profit after tax                                                          14 546                 12 221             24 068   
  Other comprehensive income:                                                                                                  
  Exchange differences on translating foreign operations: #                  8 280                 (4 908)            (3 507)  
  Equity holders of the Company                                              7 942                 (4 728)            (3 498)  
  Non-controlling interests                                                    338                   (180)                (9)  
                                                                                                                               
  Total comprehensive income for the period                                 22 826                  7 313             20 561   
  Attributable to:                                                                                                             
  Equity holders of the Company                                             20 479                  5 866             17 206   
  Non-controlling interests                                                  2 347                  1 447              3 355   
                                                                            22 826                  7 313             20 561   
 # This component of other comprehensive income does not attract any tax and may subsequently be reclassified to profit and loss.                                                                     



Condensed consolidated statement of financial position
                                                    Note        30 June             30 June         31 December   
                                                                    2013               2012*             2012*    
                                                                Reviewed            Reviewed            Audited   
                                                                      Rm                  Rm                 Rm   
  Non-current assets                                             132 636             107 722            120 199   
  Property, plant and equipment                                   83 866              64 825             73 905   
  Intangible assets and goodwill                                  36 482              29 576             32 594   
  Investments in joint ventures and associates                     6 929               7 094              4 645   
  Deferred tax and other non-current assets                        5 359               6 227              9 055   
  Current assets                                                  65 020              57 114             55 875   
  Non-current assets held for sale                    15             190                   -              1 373   
                                                                  64 830              57 114             54 502   
  Other current assets                                            36 589              32 151             26 522   
  Restricted cash                                                  2 825               1 714              5 272   
  Cash and cash equivalents                                       25 416              23 249             22 708   
                                                                                                                  
  Total assets                                                   197 656             164 836            176 074   
  Total equity                                                   103 664              87 165             92 887   
  Attributable to equity holders of the Company                   99 533              83 545             89 006   
  Non-controlling interests                                        4 131               3 620              3 881   
  Non-current liabilities                                         43 950              34 367             32 713   
  Interest-bearing liabilities                        13          31 964              25 192             21 322   
  Deferred tax and other non-current liabilities                  11 986               9 175             11 391   
  Current liabilities                                             50 042              43 304             50 474   
  Interest-bearing liabilities                        13          10 184               9 545             10 762   
  Other current liabilities                                       39 858              33 759             39 712   
                                                                                                                  
  Total equity and liabilities                                   197 656             164 836            176 074   
  *2012 amounts restated, refer to note 18.                                                                       



Condensed consolidated statement of changes in equity
                                                   Note         Six months             Six months          Financial    
                                                                     ended                  ended         year ended    
                                                                   30 June                30 June         31 December   
                                                                      2013                   2012              2012    
                                                                  Reviewed               Reviewed            Audited   
                                                                        Rm                     Rm                 Rm   
  Opening balance                                                   89 006                 88 897             88 897   
  Share buy-back#                                                        -                 (2 088)            (2 088)  
  Shares issued during the period                                        ^                      2                  3   
  Shares cancelled                                                       ^                      -                  ^   
  Transactions with non-controlling interests        17               (495)                  (122)              (122)  
  Share-based payment reserve                                           88                     23                147   
  Total comprehensive income                                        20 479                  5 866             17 206   
  Profit after tax                                                  12 537                 10 594             20 704   
  Other comprehensive income after tax                               7 942                 (4 728)            (3 498)  
  Dividends paid                                                    (9 362)                (8 940)           (14 919)  
  Other movements                                                     (183)                   (93)              (118)  
  Attributable to equity holders of the Company                     99 533                 83 545             89 006   
  Non-controlling interests                                          4 131                  3 620              3 881   
  Closing balance                                                  103 664                 87 165             92 887   
  Dividends per share (cents)                                          370                    476                797   
  ^ Amount less than R1 million.                                                                                       
  # During 2012 MTN Holdings Proprietary Limited bought 15 573 340 shares in the company to the value of R2,1 billion.                                                                        





  Condensed consolidated statement of cash flows   
                                                                   Six months             Six months          Financial    
                                                                        ended                  ended         year ended    
                                                                      30 June                30 June         31 December   
                                                                         2013                  2012*             2012*    
                                                                     Reviewed               Reviewed            Audited   
                                                                           Rm                     Rm                 Rm   
  Net cash inflow from operating activities                             4 854                  5 975             20 062   
  Net cash outflow from investing activities                           (9 104)               (12 968)           (24 212)  
  Net cash inflow/(outflow) from financing activities                   5 495                 (2 145)            (5 280)  
  Increase/(decrease) in cash and cash equivalents                      1 245                 (9 138)            (9 430)  
  Cash and cash equivalents at beginning of period                     22 539                 33 074             33 074   
  Exchange gains/(losses) on cash and cash equivalents                  1 529                 (1 199)            (1 105)  
  Cash and cash equivalents at end of period                           25 313                 22 737             22 539   
  * 2012 amounts restated, refer to note 18.                                                                              


  Notes to the condensed consolidated financial information   
  1. INDEPENDENT REVIEW                                                                                                                                                          
     The condensed consolidated financial information has been reviewed by our joint auditors, PricewaterhouseCoopers Inc. 
	 and SizweNtsalubaGobodo Inc., who have performed their review in accordance with International Standard on Review 
	 Engagements 2410. A copy of their unmodified review report is available for inspection at the registered office of 
	 the Company. Constant currency disclosure has not been reviewed by our joint external auditors. 
	 
   2.    GENERAL INFORMATION                                                                                                                                                         
        MTN Group Limited (the Company) carries on the business of investing in the telecommunications industry through 
		its subsidiary companies, joint ventures and associate companies.      
		
   3.   BASIS OF PREPARATION                                                                                                                                                         
        These condensed consolidated interim results have been prepared in accordance with the recognition and measurement 
        criteria of International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards 
        Board (IASB), the preparation and disclosure requirements of IAS 34 Interim Financial Reporting, the SAICA Financial 
        Reporting Guides as issued by the Accounting Practices Committee, the Listings Requirements of the JSE Limited and in 
        the manner required by the South African Companies Act No 71, 2008.                                
		
   4.   PRINCIPAL ACCOUNTING POLICIES                                                                                                                                                
        The Group has adopted all the new, revised or amended accounting pronouncements as issued by the IASB which were 
        effective for the Group from 1 January 2013.                                                                       
        The principal accounting policies and methods of computation applied are consistent in all material respects with 
        those applied in the previous financial year except as set out below.   
                                                                   
   5.   CHANGES IN ACCOUNTING POLICIES                                                                                                                                               
        IFRS 10 Consolidated Financial Statements                                                                                                                                    
        The objective of IFRS 10 is to establish principles for the presentation and preparation of consolidated financial 
        statements when an entity controls one or more other entities.                                                                       
        The Group has revised its accounting policies on the consolidation of subsidiaries and concluded that the adoption 
        of IFRS 10 did not result in any material change in the consolidation of the Group.   
                                                                    
        IFRS 11 Joint Arrangements                                                                                                                                                   
        IFRS 11 requires equity accounting for joint ventures and eliminates the proportionate consolidation option of 
        accounting. 
        Previously, the Group proportionately consolidated all joint ventures which entailed that it included its share of 
        the assets, liabilities, income and expenses of jointly controlled entities on a line-by-line basis in its 
        financial statements.                                                                       
        Under the equity method, the investments in joint ventures are initially recognised at cost and the carrying amounts 
        are increased or decreased to recognise the Groups share of the profit or loss and movements in other comprehensive 
        income of joint ventures after the date of acquisition. The Groups share of the profit or loss of joint ventures is 
        recognised as a single line item in profit or loss under the equity method.                                                                       
        The Group has applied the new policy for investments in joint ventures in accordance with the transitional provisions 
        of IFRS 11. The change in accounting policy has been applied from 1 January 2012. The Group recognised its investment 
        in joint ventures at the beginning of the earliest period presented (1 January 2012), as the net of the carrying amounts 
        of the assets and liabilities previously proportionately consolidated by the Group. This is the deemed cost of the Groups 
        investments in its joint ventures for purposes of applying equity accounting.                                                                       
        The change from proportionate consolidation to equity accounting resulted in a change in individual asset, liability, 
        income, expense and cash flow line items with no impact on equity or profit attributable to equity holders. The impact 
        of the application of IFRS 11 on the Groups financial results is disclosed in note 18.                                                                       
        IFRS 13 Fair Value Measurement                                                                                                                                               
        IFRS 13 aims to improve consistency and reduce complexity by providing a precise definition of fair value and a single 
        source of fair value measurement and disclosure requirements for use across IFRS. IFRS 13 was adopted and applied 
        prospectively and it was assessed that the adoption did not result in any material impact on the financial results 
        of the Group.
		
   6.   FINANCIAL INSTRUMENTS                                                                                                                                                        
        The carrying amount of all financial instruments measured at amortised cost closely approximate fair value.    
		
   7.   SEGMENT ANALYSIS                                                                                                                                     
        The Group has four reportable segments that are used by the Group executive committee, which is deemed to be the 
        Chief Operating Decision Maker (CODM) of the Group, to make key operating decisions, allocate resources and assess 
        performance. The reportable segments have been defined based on quantitative thresholds which have resulted in the 
        identification of the following business segments, South Africa, Nigeria, Large OpCo Cluster and Small OpCo Cluster.                                                                       
                                                        Six months               Six months            Financial    
                                                             ended                    ended           year ended    
                                                           30 June                  30 June           31 December   
                                                               2013                    2012*               2012*    
                                                           Reviewed                 Reviewed              Audited   
                                                                 Rm                       Rm                   Rm   
        Revenue#                                                                                                    
        South Africa                                         20 146                   19 860               41 338   
        Nigeria                                              22 303                   19 262               38 697   
        Large OpCo Cluster                                   18 321                   19 196               37 818   
        Iran                                                  4 402                    6 506               12 175   
        Ghana                                                 4 002                    3 242                6 862   
        Syria                                                 1 780                    2 846                5 391   
        Cameroon                                              2 309                    1 817                3 812   
        Ivory Coast                                           2 543                    1 998                4 124   
        Uganda                                                2 051                    1 619                3 296   
        Sudan                                                 1 234                    1 168                2 158   
        Small OpCo Cluster                                    9 080                    7 854               16 695   
        Head office companies and eliminations                 (200)                    (248)                (506)  
        Iran revenue exclusion°                              (4 402)                  (6 506)             (12 175)  
                                                             65 248                   59 418              121 867   
        # Irancell Telecommunication Company Services (PJSC) proportionate revenue is included in the segment analysis 
          as reviewed by the CODM and excluded from reported revenue due to equity accounting for joint ventures.                                                                     
        * 2012 amounts restated, refer to note 18.                                                                                                                              
                                                                                                                                                                                     
                                                         Six months               Six months            Financial    
                                                              ended                    ended           year ended    
                                                            30 June                  30 June           31 December   
                                                                2013                    2012*               2012*    
                                                            Reviewed                 Reviewed              Audited   
                                                                  Rm                       Rm                   Rm   
   7.   SEGMENT ANALYSIS (continued)                                                                   
        EBITDA#                                                                                                      
        South Africa                                           6 503                    7 034               14 478   
        Nigeria                                               14 762                   11 645               22 544   
        Large OpCo Cluster                                     7 782                    7 969               14 935   
        Iran                                                   1 948                    2 908                5 388   
        Ghana                                                  1 560                    1 222                2 537   
        Syria                                                    291                      657                1 238   
        Cameroon                                               1 447                      854                1 750   
        Ivory Coast                                            1 409                      842                1 662   
        Uganda                                                   756                    1 162                1 762   
        Sudan                                                    371                      324                  598   
        Small OpCo Cluster                                     3 163                    2 650                5 597   
        Head office companies and eliminations                (1 663)                     245                  471   
        Iran EBITDA exclusion#                                (1 948)                  (2 908)              (5 388)  
                                                              28 599                   26 635               52 637   
        Depreciation and amortisation                         (9 003)                  (7 451)             (15 952)  
        Net finance cost                                         (88)                  (1 684)              (3 790)  
        Share of results of joint ventures
        and associates after tax                               1 658                    1 720                3 008   
        Profit before tax                                     21 166                   19 220               35 903   
        # Irancell Telecommunication Company Services (PJSC) proportionate EBITDA is included in the segment 
          analysis and as reviewed by the CODM and excluded from reported EBITDA due to equity accounting for 
          joint ventures.                                                                       
        * 2012 amounts restated, refer to note 18.                                                                                                                              
                                                                                                                                                                                     
                                                              Six months               Six months            Financial    
                                                                   ended                    ended           year ended    
                                                                 30 June                  30 June           31 December   
                                                                     2013                    2012*               2012*    
                                                                 Reviewed                 Reviewed              Audited   
   8.    EARNINGS PER ORDINARY SHARE                                                                         
         Number of ordinary shares in issue                                                                               
         At end of the period (excluding MTN 
         Zakhele)                                           1 881 924 634            1 854 973 597        1 855 010 397   
         Weighted average                                                                                                 
         Balance at beginning of period 
         (excluding MTN Zakhele)                            1 855 010 397            1 854 816 617        1 854 816 617   
         Share options excercised                                   1 209                   59 113              116 768   
         Shares cancelled                                        (397 056)                       -             (336 620)  
         In issue at end of period                          1 854 614 550            1 854 875 730        1 854 596 765   
         Less: treasury shares                                (22 337 752)             (10 809 049)         (16 604 900)  
         Shares for earnings per share                      1 832 276 798            1 844 066 681        1 837 991 865   
         Add: dilutive shares                                                                                             
         MTN Zakhele shares issued                             10 766 448               11 621 957            9 835 922   
         Share schemes                                          1 900 017                1 465 326            1 575 047   
         Shares for dilutive earnings per share             1 844 943 263            1 857 153 964        1 849 402 834
   
                                                                       Rm                       Rm                   Rm   
         Reconciliation between profit attributable to 
         the equity holders of the Company and headline earnings^           
         Profit after tax                                          12 537                   10 594               20 704   
         Net profit on disposal of non-current assets 
         held for sale                                              (602)                    (698)                (662)  
         Impairment/(reversal of impairment) of 
         property, plant and equipment and                          
         non-current assets                                            46                     (11)                 (20)     
         Basic headline earnings#                                  11 981                    9 885               20 022   
         Earnings per share (cents)                                                                                       
         - Basic                                                      684                      575                1 126   
         - Basic headline                                             654                      536                1 089   
         Diluted earnings per share (cents)                                                                               
         - Basic                                                      680                      570                1 119   
         - Basic headline                                             649                      532                1 083   
                                                                                                                          
                                                              Six months               Six months            Financial    
                                                                   ended                    ended           year ended    
                                                                 30 June                  30 June           31 December   
                                                                     2013                    2012*               2012*    
                                                                 Reviewed                 Reviewed              Audited   
                                                                       Rm                       Rm                   Rm   
   9.   Share of results of joint ventures and 
        associates after tax                                        1 658                    1 720                3 008   
        Irancell Telecommunication Company 
        Services (PJSC)                                             1 361                    1 670                2 896   
        Others                                                        297                       50                  112   
                                                                                                                          
  10.   CAPITAL EXPENDITURE INCURRED                               12 792                    9 639               28 827 
  
  11.   CONTINGENT LIABILITIES                                        630                      917                1 224
   
  12.   AUTHORISED CAPITAL EXPENDITURE FOR PROPERTY, 
        PLANT AND EQUIPMENT AND SOFTWARE                           27 157                   22 539               27 157 
  
  13.   INTEREST-BEARING LIABILITIES                                                                                      
        Bank overdrafts                                               103                      512                  169   
        Current borrowings                                         10 081                    9 033               10 593   
        Current liabilities                                        10 184                    9 545               10 762   
        Non-current borrowings                                     31 964                   25 192               21 322   
                                                                   42 148                   34 737               32 084   
        ^ Amounts are presented after taking into account non-controlling interests and tax.                                                                                    
        # Headline earnings is calculated in accordance with circular 3/2012 headline earnings as issued by the 
          South African Institute of Chartered Accountants at the request of the JSE Limited.                                                                       
        * 2012 amounts restated, refer to note 18.                                                                                                                              
                                                                                                                                                                                     
  14.   ISSUE AND REPAYMENT OF DEBT AND EQUITY SECURITIES                                                                                                                           
        During the period under review the following entities raised and repaid significant debt instruments:                                                                        
        - MTN Nigeria Communications Limited raised R6,2 billion additional debt through a syndicated loan 
          facility.                                                                       
        - MTN Nigeria Communications Limited repaid R600 million relating to a syndicated term loan facility 
          and export credit facility.                                                                       
        - MTN Holdings Proprietary Limited raised R6,2 billion additional debt through a syndicated loan 
          facility and issuance of Senior Unsecured Notes.                                                                       
        - MTN Holdings Proprietary Limited repaid R4,4 billion relating to short-term general borrowings and 
          settlement of Senior Unsecured Notes.                                                                       
        In accordance with the Domestic Medium-Term Note Programme previously established by MTN Holdings 
        Proprietary Limited, the Group issued R2,6 billion (December 2012: R5,6 billion) of Senior Unsecured 
        Zero Coupon Notes. R2,9 billion (December 2012: R4,6 billion) of the Senior Unsecured Zero Coupon Notes 
        has been repaid.                                                                       
        There were no share buy-back transactions for the current period. During 2012 MTN Holdings Proprietary 
        Limited, a wholly owned subsidiary of the Group, acquired 15 573 340 shares in the ordinary share capital 
        of the Company for an amount of R2,1 billion with the cumulative amount of R3 billion spent in respect of 
        share buy-backs at the reporting date (inclusive of transaction costs). The shares so acquired are fully 
        paid up and are held as treasury shares.             
		
  15.   NON-CURRENT ASSETS HELD FOR SALE                                                                                                                                             
        During the current period, the Group concluded a transaction with IHS Holding Limited (IHS) in which IHS 
        acquired 931 mobile network towers from MTN Ivory Coast SA for USD141 million and 576 mobile network 
        towers from Mobile Telephone Network Cameroon Limited. IHS will purchase a further 251 mobile network 
        towers from Mobile Telephone Network Cameroon Limited, resulting in the sale of 827 mobile network towers 
        for USD143 million. IHS is a 100% shareholder of the tower companies set up in each country. MTN Ivory Coast 
        SA and Mobile Telephone Networks Cameroon Limited have become anchor tenants of the towers sold for an 
        initial term of 10 years.   
		
  16.   EVENTS AFTER REPORTING PERIOD                                                                                                                                               
        MTN Zakhele refinance                                                                                                                                                        
        MTN Zakhele gave notice to MTN of its intention to excercise its call option in terms of the Notional Vendor 
        Financing (NVF) by delivering the NVF Call Option Early Exercise Notice on 29 July 2013, MTN delivered the 
        NVF Acceptance Notice on 1 August 2013. MTN Zakhele will purchase MTN shares to the value of approximately 
        R1,7 billion in the open market and is required to deliver an equivalent number of MTN shares to MTN by no 
        later than 20 August 2013.                                                                       
        This will be treated as a reduction of approximately R1,7 billion of the NVF balance in MTN Zakheles 
        accounts.                                                                       
        The shares transferred to MTN will be cancelled as required by the JSE and effectively a share buyback of 
        R1,7 billion will be completed at a minimal cost to MTN.                                                                       

  17.   CHANGES IN SHAREHOLDING                                                                                                                                                
                                                                                       Carrying amount   
                                                                                        on transaction   
                                                                                                  date   
                                                                                                    Rm   
        17.1    MTN Cyprus Limited                                                                       
                During March 2013, the Group increased its shareholding 
                in MTN Cyprus Limited from 50% to 100% for EUR58 million.             
                Purchase consideration                                                             690   
                Net assets acquired                                                                163   
                Difference included in equity on consolidation                                     527   
        17.2    Disposal of 0,84% in MTN Ivory Coast SA                                                  
                During March 2013, the Group decreased its shareholding 
		in MTN Ivory Coast SA from 67,67% to 66,83% for USD6 million.         
                Consideration received                                                              57   
                Net assets disposed                                                                 25   
                Difference included in equity on consolidation                                      32   
        17.3    Satalite Data Networks Limited                                                                                               
                During March 2013, the Group increased its shareholding 
		in Satalite Data Networks Limited from 60% to 100% for 
		ZAR47 million.                      

  18.   IMPACT OF THE APPLICATION OF IFRS 11                                                                                                                                                             
        18.1    Income statement                                                                                                                                         
                                                           Six months                                    Financial year ended                                
                                                         ended 30 June 2012                               31 December 2012                               
                                                              Adjustments                                       Adjustments                
                                                              required in                                       required in               
                                              Previously       accordance                         Previously     accordance               
                                                 reported    with IFRS 11   Restated               reported    with IFRS 11   Restated  
                                                       Rm              Rm          Rm                    Rm              Rm          Rm
       Revenue                                     66 426          (7 008)     59 418               135 112         (13 245)    121 867   
       Other income                                   711               -         711                   894               -         894   
       Direct network operating costs             (10 389)          2 264      (8 125)              (20 464)          4 276     (16 188)  
       Costs of handsets and other                                                            
       accessories                                 (4 687)            113      (4 574)               (9 789)            199      (9 590)  
       Interconnect and roaming                    (7 043)            802      (6 241)              (15 041)          1 787     (13 254)  
       Employee benefits                           (3 617)            121      (3 496)               (7 775)            241      (7 534)  
       Selling, distribution and                                                              
       marketing expenses                          (7 803)            336      (7 467)              (16 052)            421     (15 631)  
       Other operating expenses                    (3 800)            209      (3 591)               (8 321)            394      (7 927)  
       EBITDA                                      29 798          (3 163)     26 635                58 564          (5 927)     52 637   
       Depreciation of property,                                                              
       plant and equipment                         (7 045)            590      (6 455)              (14 860)          1 069     (13 791)  
       Amortisation of intangible assets           (1 112)            116        (996)               (2 386)            225      (2 161)  
       Operating profit                            21 641          (2 457)     19 184                41 318          (4 633)     36 685   
       Net finance costs                           (1 805)            121      (1 684)               (4 157)            367      (3 790)  
       Share of results of joint ventures                                                     
       and associates after tax                       (93)          1 813       1 720                  (180)          3 188       3 008   
       Profit before tax                           19 743            (523)     19 220                36 981          (1 078)     35 903   
       Income tax expense                          (7 522)            523      (6 999)              (12 913)          1 078     (11 835)  
       Profit after tax                            12 221               -      12 221                24 068               -      24 068   
                                                                                                                                                                         

  18.   IMPACT OF THE APPLICATION OF IFRS 11 (continued)                                                                                                                                                  
        18.2    Statement of financial position                                                                                                               
                                                           Six months                               Financial year ended                                
                                                         ended 30 June 2012                           31 December 2012                               
                                                              Adjustments                                 Adjustments                
                                                              required in                                 required in               
                                              Previously       accordance                    Previously    accordance               
                                                 reported    with IFRS 11   Restated         reported    with IFRS 11    Restated  
                                                       Rm              Rm          Rm              Rm              Rm          Rm   
        Non-current assets                        110 716          (2 994)     107 722        121 097            (898)     120 199   
        Property, plant and equipment              70 776          (5 951)      64 825         77 485          (3 580)      73 905   
        Intangible assets and goodwill             31 359          (1 783)      29 576         33 935          (1 341)      32 594   
        Investments in joint ventures 
	and associates                              1 841           5 253        7 094          1 765           2 880        4 645   
        Deferred tax and other 
	non-current assets                          6 740            (513)       6 227          7 912           1 143        9 055   
        Current assets                             62 476          (5 362)      57 114         60 287          (4 412)      55 875   
        Non-current assets held 
	for sale                                        -               -            -          1 373               -        1 373   
                                                   62 476          (5 362)      57 114         58 914          (4 412)      54 502   
        Other current assets                       32 773            (622)      32 151         27 937          (1 415)      26 522   
        Restricted cash                             1 725             (11)       1 714          5 277              (5)       5 272   
        Cash and cash equivalents                  27 978          (4 729)      23 249         25 700          (2 992)      22 708   
                                                                                                                                     
        Total assets                              173 192          (8 356)     164 836        181 384          (5 310)     176 074   
        Total equity                               87 165               -       87 165         92 887               -       92 887   
        Attributable to equity holders 
	of the Company                             83 545               -       83 545         89 006               -       89 006   
        Non-controlling interests                   3 620               -        3 620          3 881               -        3 881   
        Non-current liabilities                    35 021            (654)      34 367         33 307            (594)      32 713   
        Interest-bearing liabilities               25 621            (429)      25 192         21 742            (420)      21 322   
        Deferred tax and other 
	non-current liabilities                     9 400            (225)       9 175         11 565            (174)      11 391   
        Current liabilities                        51 006          (7 702)      43 304         55 190          (4 716)      50 474   
        Interest-bearing liabilities                9 837            (292)       9 545         10 790             (28)      10 762   
        Other current liabilities                  41 169          (7 410)      33 759         44 400          (4 688)      39 712   
        Total equity and liabilities              173 192          (8 356)     164 836        181 384          (5 310)     176 074   
                                                                                                                                                              

  18.   IMPACT OF THE APPLICATION OF IFRS 11 (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                      
  18.3    Statement of cash flows                                     
          Net cash from operating activities*                  10 957          (4 982)      5 975         25 078          (5 016)     20 062   
          Net cash used in investing activities              (13 730)            762     (12 968)       (27 059)          2 847     (24 212)  
          Net cash used in financing activities               (3 676)          1 531      (2 145)        (5 759)            479      (5 280)  
          Net decrease in cash and cash equivalents           (6 449)         (2 689)     (9 138)        (7 740)         (1 690)     (9 430)  
          Cash and cash equivalents at beginning of period     35 213          (2 139)     33 074         35 213          (2 139)     33 074   
          Exchange losses on cash and cash equivalents        (1 298)             99      (1 199)        (1 942)            837      (1 105)  
          Cash and cash equivalents at end of period           27 466          (4 729)     22 737         25 531          (2 992)     22 539   
          * In addition to the IFRS 11 adjustments, dividends paid to non-controlling interests
            were reclassified from financing activities to operating activities to include all 
	    dividends paid to equity holders in operating activities as at 31 December 2012. 
            The June 2012 amount of R1 420 million has been reclassified accordingly.                                                                                              


Administration
Directorate: 
PF Nhleko (Chairman), RS Dabengwa* (Group President and CEO), BD Goschen*, A Harper+, KP Kalyan,
NP Mageza, MLD Marole, AT Mikati++, MJN Njeke, JHN Strydom, F Titi, AF van Biljon (LID) and J van
Rooyen
*Executive +British ++Lebanese


Company secretary: 
SB Mtshali, 216 - 14th Avenue, Fairland, 2195
Private Bag X9955, 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,
SizweNtsalubaGobodo Inc., 20 Morris Street East, Woodmead, 2191
PO Box 2939, Saxonwold, 2132


Sponsor: 
Deutsche Securities (SA) Proprietary Limited


E-mail: investor_relations@mtn.co.za
Date: 14/08/2013 07:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.