Results overview

GROUP PRESIDENT AND CEO RALPH MUPITA COMMENTS

"Strong commercial momentum underpinned by execution and investment

Our results were supported by the sustained investment in our leading networks and platforms. We deployed capex of R38.5 billion (ex-leases) in FY 2025 to enhance the capacity, coverage and quality, including accelerated investment to support stronger growth in MTN Nigeria and MTN Ghana. Our capex intensity of 17.0% (FY 2024: 15.9%) remained within the 15-18% target range.

We connected 16.3 million net new customers to our networks, bringing our overall base to 307.2 million (up 5.6% YoY). Our active data customers increased by 9.4% to 172.6 million, with a 27.0% rise in data traffic to 24.7PB (38.9% excluding JVs).

In our fintech platform, we continued our progress in driving financial inclusion reflected in a 10.0% expansion in MoMo active customers to 69.5 million, which amounted to net additions of 6.3 million compared to the prior year. We are pleased with the continued development of the ecosystem, with fintech transaction volumes and value up by 14.9% and 37.6%*, respectively.

Robust growth in earnings and cash flows

The Group's service revenue grew by 22.7%* to R218.5 billion in FY 2025 led, among the larger Opcos, by strong growth of 54.9%* and 35.9%*, delivered by MTN Nigeria and MTN Ghana respectively. MTN South Africa (SA) reported overall service revenue growth of 2.0%, as the business continued to navigate competitive pressures in the prepaid segment. More broadly, we maintained the good momentum in other markets such as MTN Uganda, MTN Cameroon, MTN Côte d'Ivoire and MTN Zambia.

In terms of our platforms, data continued to drive growth within connectivity increasing by 36.4%* in FY 2025, on the back of structural demand and innovative customer offerings. Fintech revenue was up 23.2%* in the context of increased competition and pricing disruptions in various markets, as we continued to boost adoption and engagement. Advanced services revenue increased by 40.5%*, boosting its contribution to total MoMo revenue (i.e. excluding airtime advance) by 4.2pp to 34.1%.

MTN's EBITDA grew by 36.8%* to R98.5 billion, reflecting an expansion in margin by 5.4pp* to 44.5%*. This was underpinned by the robust growth in topline and the benefits of our expense efficiency programme (EEP) execution, which yielded savings of approximately R3.6 billion in the year. To date the cumulative savings of R7.4 billion from EEP have met the R7-8 billion target we have set to be achieved between the 2024-2026, with a year remaining on the programme.

Our strong operational performance and disciplined deployment of capital drove an increase in operating free cash flow (OpFCF) of 81.7% to R57.1 billion (before spectrum and licence acquisitions). Free cash flow (FCF) was up by 345.5% to R26.9 billion.

Sustained financial position and liquidity health

We ended FY 2025 with a net-debt-to-EBITDA ratio of 0.3x (31 December 2024: 0.7x) – firmly within the 2.5x covenant threshold. The holding company (Holdco) leverage ratio improved to 1.3x, from 1.4x as at 31 December 2024, supported by cash upstreamed from operations during the year of R17.4 billion. Approximately half of the cash upstreamed in the period was from MTN Ghana, MTN Uganda and MTN Nigeria; while MTN South Africa (MTN SA) contributed 27%.

The mix of US dollar to rand Holdco debt was 16:84 (31 December 2024: 21:79), well within the medium term limit of 40:60.

During the year, we issued, renewed and extended maturities of the Holdco debt amounting to R4 billion to manage our debt maturity profile and further sustain our robust Holdco liquidity position. As at 31 December 2025, liquidity headroom stood at R43.1 billion, including cash balances of R20.4 billion.

Execution of strategic initiatives

In 2025, we entered into a network-sharing agreement in Nigeria and Uganda aimed at improving the cost of running the networks and expanding coverage in our connectivity platform. In particular, this will enhance our ability to expand in remote and rural regions and provide enhanced mobile services to millions of customers in these areas.

In fintech, MTN Uganda shareholders voted to approve the structural separation of MTN Mobile Money (U) Limited from MTN Uganda in July 2025. Similarly, MTN Ghana shareholders supported the merger of MobileMoney Limited and MobileMoney Fintech in December 2025, as part of the process in that market. For both processes, we are well progressed with the necessary statutory steps to complete the structural separation of the respective fintech businesses in those markets.

We announced on 20 February 2026 that MTN has agreed to acquire the approximately 75% of IHS Holdings (IHS) we do not already hold (IHS Acquisition). This transaction is structured such that MTN will acquire only IHS' African operations. We believe the IHS Acquisition will strengthen MTN's operational and strategic positioning to unlock substantial value in our digital infrastructure platform, as well as capture meaningful efficiencies from internalising of complementary infrastructure into the Group.

Evolution to the Ambition 2030 strategy

We achieved meaningful progress in advancing our Ambition 2025 strategic priorities, delivering robust growth and efficiencies, as well as considerably derisking our balance sheet and improving returns. Over the five-year horizon of the strategy to 2025, we believe that we created, unlocked and shared value for our varied stakeholder base, including our shareholders and the nation states we serve.

During FY 2025, the Group Board (the Board) carried out a comprehensive review of the Ambition 2025 strategy. As part of the assessment, the Board evaluated the evolving geopolitical, macroeconomic, regulatory, competitive and technology landscapes. In addition, the Board acknowledged the evolving customer behaviours and needs for digital services across our footprint. These not only present challenges for the business, but importantly, present significant opportunities for MTN to accelerate Africa's digital future.

In this context, we announced on 28 August 2025 that the Board has resolved that the fundamentals of Ambition 2025 remain relevant and appropriate. As MTN looks beyond 2025, the Company is streamlining its focus into three principal platforms, namely "Connectivity", "Fintech" and "Digital Infrastructure".

This three-platform approach embodies the core and drive of our evolution to the Ambition 2030 strategy, which will best position the Group to capture value from the structural growth opportunities brought about by data adoption and financial inclusion across Africa. The updated capital allocation framework, shareholder remuneration and medium-term guidance reflect the growth and returns we aim to deliver as we drive the business forward towards 2030.

We provide an overview of Ambition 2030 on Strategy update | transitioning to ambition 2030 of this results booklet and will provide a more comprehensive presentation of the strategy at the Capital Markets Day (CMD) to be held on or about 10 June 2026.

Outlook and priorities

The more supportive macroeconomic conditions across our markets boosted the strong performance of our business in FY 2025 and provides a foundation for continued growth going forward. In this context, we believe that our Ambition 2030 strategy embodies the right framework to sustain our medium-term growth and value creation journey.

While current macro conditions are supportive of the business, we note the rapidly-evolving developments in global geopolitics. Notably, the conflicts in the Middle East, Ukraine and elsewhere create added uncertainty for global and local macro conditions, including potential impacts on indicators such as energy supply and prices, foreign exchange rate volatility and the trajectory of inflation in our markets. If sustained, the escalating geopolitical risks may adversely impact our operating environment and prospects, including our market guidance.

Operationally, we remain focused on maintaining the robust performances in MTN Nigeria, MTN Ghana and MTN Uganda; as well as the traction in various markets within our broader portfolio. We will also continue driving the initiatives to improve the performance in MTN SA, particularly in prepaid.

In our fintech platform, we remain focused on scaling ecosystem growth amidst competitive and pricing disruptions. Our priority is to deepen penetration and engagement, with an eye on commercial monetisation.

The health and flexibility of the Group's financial profile will continue to be guided by disciplined focus on efficiencies and our capital allocation priorities. This underpins the execution of our strategy and value creation objectives.

In terms of ongoing key strategic initiatives, we prioritise completing the structural separation of the fintech businesses in Ghana, Uganda and Nigeria, as well as concluding MTN's acquisition of IHS. More broadly, we are excited to progress our strategic journey through execution of Ambition 2030.

Our medium-term guidance and framework has been updated to better embody our capital allocation discipline and returns focus. Our medium-term guidance framework is outlined on Strategy execution and financial Health underpinned by sound Capital allocation of this results booklet.

Dividend declaration and shareholder remuneration policy

Reflecting our improved financial performance and profile, including the healthy balance sheet, robust earnings growth and strong free cashflow generation, the Board has declared a dividend of 500 cents per share for FY 2025.

Furthermore, the Board has approved an enhanced medium-term shareholder remuneration framework that incorporates dividend distributions and a share buyback programme.

The Group targets an annual distribution of between 40-60% of equity FCF (EFCF) in shareholder remuneration. This incorporates a minimum cash dividend equivalent to 40% of EFCF, with a potential distribution of up to a further 20% of EFCF in the form of additional dividends and/or share buybacks. Any repurchase of shares by the Company will be up to a cumulative R6 billion and conducted opportunistically over a three-year period from 2026 and subject to shareholder approvals.

The policy will remain subject to our capital allocation framework, including the usual Board considerations of strategic requirements, leverage and liquidity.

The framework will be based on EFCF defined as FCF less dividends paid to non-controlling interests."

BUSINESS OVERVIEW

Operating context

Macroeconomic conditions improved in 2025 in our key markets, featuring more stable local currencies, as well as moderating inflation and fuel prices. This supported better overall consumer health in markets, which spurred the Group’s commercial performance and ability to drive cost control within the business.

The blended average inflation rate across our markets eased from 14.5% in 2024 to 13.2% in 2025, notably with much lower inflation in Nigeria and Ghana. Consequently, central banks in our larger markets eased policy interest rates, which reduced borrowing costs and alleviated some of the pressure on consumer spending.

The average and closing exchange rates of the currencies of most of our markets weakened against our reporting currency, the rand, although the Ghanaian cedi strengthened significantly against both the rand and the dollar. The rand performed strongly against the US dollar, averaging 17.89 in 2025, versus the average exchange rate of 18.32 in 2024.

We effected price adjustments in several key markets during the year, including in South Africa, Nigeria, South Sudan, Sudan and Zambia. This enabled the business to absorb inflationary cost pressures in those markets, as well as support our commercial initiatives and network investments to sustain growth.

Elections were held in several of MTN’s markets – including Cameroon and Côte d’Ivoire – over the last twelve months with increased political activity and network activity. In Sudan, while improving, conditions remained challenging amid ongoing conflict and a humanitarian crisis; our operation improved its performance significantly amid continued impacts from power outages, fuel shortages and other network disruptions. As ever, the safety of our people and infrastructure remained our priority.

We note the developments in the Middle East and MTN extends its sympathies to all those affected by the escalation in conflict in the region. We continue to closely monitor how the situation evolves and mitigate against potential impacts on our business.

Accelerating our connectivity platform

Revenue from data – our largest revenue generating business – grew by 36.4%* to R101.5 billion, propelled by a 9.4% increase in active data customers to 172.6 million (up 10.6% to 138.4 million excluding JVs).

Data revenue performance also benefited from higher usage, which was up to an average of 12.5GB per user per month compared to 10.8GB in 2024 (up 25.6% excluding JVs). This led to strong traffic growth of 27.0% in the year (38.9% excluding JVs), illustrating the continued structural demand for data across our markets. Data now makes up more than 46.4% of total Group service revenue.

We recorded 203.5 million smartphones on our network, representing more than two-thirds of our customer base enjoying the benefits of internet connectivity. This represented an increase in smartphone penetration to 66.6% from 63.9%.

Our overall broadband coverage increased to 485.4 million people (from 479.0 million in 2024), underlining the progress in our commitment to drive digital inclusion and access in our markets.

Voice revenue, up by 11.2%*, was driven by growth in MTN Nigeria (up 41.9%*) post price adjustments effected early in 2025, as well as resilient performances in other operations such as MTN Ghana, MTN Uganda, MTN Cameroon, MTN South Sudan and MTN Sudan. Voice traffic also rose by 6.1% (7.9% excluding JVs).

Digital service srevenue grew by 16.1%* on the back of new business growth within video, gaming, lifestyle and advertising offerings. The key drivers of overall digital revenue growth from an Opco perspective were MTN Nigeria, MTN Ghana MTN Uganda, MTN Sudan and MTN Congo-Brazzaville.

Enterprise service revenue grew 11.5%* in 2025, driven by double digit growth in South Africa, MTN Nigeria, MTN Ghana and MTN Uganda. Strong performance in mobile voice, fixed data and converged services supported ongoing growth.

Service revenue in the wholesale segment grew by 2.9%*, led by good momentum in Bayobab and MTN SA. MTN SA growth moderated through the year with wholesale revenues up 2.5%* driven by ICT and interconnect.

Scaling our fintech platform

Fintech revenue increased by 23.2%* underpinned by strong advanced services growth, with Ghana and Rwanda as the largest drivers of the overall performance. MoMo grew by 23.4%*, reflecting a steady expansion of basic services revenue (up 16.0%*) and a robust increase in advanced services revenue of 40.5%*. The contribution of advanced services to total MoMo revenue (excluding airtime advance) rose to 34.1% – up 4.2pp YoY.

The solid topline growth in Fintech and increased contribution from advanced services supported the expansion in EBITDA margin to 42.8%* (FY 2024: 40.7%*).

MoMo MAU increased by 10.0% YoY to close the year with a base of 69.5 million active users. The base expansion was supported by our acquisition and retention initiatives. Active agents closed with a footprint of 1.4 million, a strong increase of 19.4% YoY, boosted by the launch of our in-house digital sales tool in six markets and the improvement of our agent commissioning model.

Active merchants increased by 15.7% to 2.1 million, reflecting our focus on quality growth, supported by improved retention activities and a segmented approach to managing and deepening relationships with high-value merchants.

We are pleased with the overall development of our fintech ecosystem, with a 14.9% increase in transaction volumes to 23.3 billion, and transaction value up by 37.6%* to US$500.3 billion.

Key fintech verticals

The momentum in our payments and e-commerce vertical accelerated, with the total value of merchant payments processed through our MoMo platforms up by 23.1%* to US$22.3 billion. This was underpinned by robust growth in unique payers (up 20.8%) and volumes across our key fintech Opcos. This performance was driven by healthy adoption, deeper customer engagement and the launch of high-frequency (i.e. everyday lifestyle) payment use cases.

We continued to advance our strategic partnership with Mastercard, with virtual card by MoMo live in Côte d’Ivoire. This brings the total number of live markets offering virtual cards to seven, in addition to Rwanda, Uganda, Cameroon, Nigeria, Zambia and Benin.

In BankTech, total loan value facilitated reached US$3.5 billion, representing an 80.4%* YoY increase. This strong growth was primarily driven by higher utilisation within both marketplace lending and MoMo advance programme in our more mature markets Uganda and Ghana. There continued to be growth in our other markets with new product launches in Rwanda, Zambia, Cameroon and Congo-Brazzaville.

We enabled cross border remittances valued at US$6.2 billion, a 10.9%* increase due to the success of our interventions to win traffic from informal routes, maximising on direct partner integrations, continuous improvement on quality of service and elaborate go-to-market initiatives. We are adding more inbound and outbound corridors and new services to improve our performance in 2026.

In InsurTech, revenue growth was supported by an increase in active products in Ghana and Uganda. We continued to drive growth in high priority markets, focusing on achieving sustainable growth.

In alignment with our priority to drive advanced services, we launched an investment product in Ghana in Q4 2025 that lets customers grow their money by investing in mutual funds made up of Ghanaian stocks and bonds.

MTN Digital Infrastructure – Bayobab

The Digital Infrastructure platform delivered resilient performance in the period and generated consolidated external revenue of R5.6 billion, despite lower international voice traffic and persistent local currency volatility. EBITDA increased by 38.8%* to R1.8 billion, supported by an improved revenue mix and disciplined cost-optimisation efforts.

Fibre

The Fibre segment achieved robust external revenue growth of 41.2%*, driven by new fixed-connectivity infrastructure contracts, revenue contributions from newly launched FibreCos, ongoing network expansion, and enhanced service delivery. We continued to accelerate fibre rollout across our footprint, including progress along the East African Corridor.

In Q4 2025, MTN Digital Infrastructure secured a 15-year licence through its South Sudan subsidiary. The licence authorises the construction, installation and operation of electronic communications systems. This reinforces MTN’s commitment to expanding connectivity across Africa and supporting our ambition to advance digital transformation on the continent. Additionally, the 2Africa West Subsea Route went live, delivering high-speed, low-latency capacity along the full West African coastline.

Communication Platforms

External revenue for the Communication Platforms segment declined by 24.3%*, primarily due to reduced international and transit voice traffic. Despite this pressure, the segment delivered meaningful strategic progress during the year. Bayobab secured new strategic partnerships that strengthened our market position and unlocked opportunities across core business areas. Substantial work was undertaken in 2025 to enhance operational efficiency and drive more sustainable and scalable business models, commercial structures and business margins.

Data Centres

MTN Digital Infrastructure continued to advance its Data Centre strategy, laying the groundwork for an expanded, Artificial Intelligence (AI-enabled rollout plan to support accelerating AI, cloud and enterprise demand. In Q1 2025, comprehensive market assessments were completed, with South Africa and Nigeria confirmed as priority markets for greenfield development. Following a rigorous evaluation process, we have shortlisted key strategic partners with whom negotiations are progressing on co-investment structures and operating models. The broader industry shift toward large-scale AI compute infrastructure – driven by rapid growth in model training, inference and data‑intensive workloads – reinforces the substantial opportunity MTN Digital Infrastructure is positioning for in Africa. We enter 2026 with a clear execution pathway for a competitive and scalable Data Centre platform that will underpin long-term Digital Infrastructure growth and continental demand.

Value unlock from towers

The IHS acquisition would position our Digital Infrastructure platform to unlock value from towers. This would be achieved through the provision of efficient and reliable passive infrastructure to MTN operations and third parties. We believe that the IHS acquisition would strengthen MTN’s leadership as the largest and most complete digital infrastructure provider in Africa.

Financial overview

The Group delivered strong overall service revenue growth of 22.7%* YoY to R218.5 billion in constant currency terms, with strong performances in data and fintech.

Group EBITDA before once-off items rose by 36.8%* to R98.5 billion, with a 5.4pp* gain in EBITDA margin to 44.5%*. This outcome was enabled by the strong growth in our topline, led by our operations in Nigeria and Ghana, and the diligent execution of our ongoing EEP, in terms of which we realised savings of R3.6 billion in the period.

On a reported basis, the EBITDA margin before once-off items was 43.5% (FY 2024: 32.0%). This excluded a loss on the sale of SA towers of R23 million.

The FY 2025 EBITDA margin excluded non operational items summing to a net loss of R23 million comprising: a loss on the sale of SA towers of R23 million.

The FY 2024 EBITDA margin excluded non operational items summing to a net loss of R797 million comprising: a loss of R1.9 billion on disposal of MTN Guinea-Conakry, impairment of MTN Afghanistan assets of R146 million; offset by a gain on the sale of SA towers of R2 million, a gain on disposal of MTN Afghanistan of R1.0 billion and a gain on disposal of Guinea Bissau of R247 million.

Impacts of restatement of MTN Ghana’s prior year results

Included in MTN Ghana’s FY 2025 results released on 27 February 2026 – and reported in a Group Stock Exchange News Service of the JSE Limited (JSE) (SENS) announcement published on 2 March 2026 – was an update relating to restatement of IFRS 16 right-of-use (RoU) assets and lease liabilities (MTN Ghana Restatement). In this regard, MTN Ghana included a restatement of its FY 2024 results to correct previously understated RoU assets and lease liabilities.

The economy of Ghana was assessed to be hyperinflationary effective 1 January 2023 until 30 June 2025. As such, the Group has also applied hyperinflationary accounting to the MTN Ghana restated results, resulting in a restatement to the Group financials.

In terms of the key impacts for the Group, the FY 2024 opening total equity balance was reduced by R1.1 billion to R149.1 billion (from R150.2 billion, as reported previously), to reflect the impact of the MTN Ghana restatements relating to the financial periods from 2019 to 2023. The restated FY 2024 loss after tax for the Group was reduced by R293 million. Closing total equity at 31 December 2024 was R137.6 billion (from R138.4 billion as reported previously).

The MTN Ghana Restatement improved the Group FY 2024 EPS loss by 12 cents to -519 cents (from -531 cents, as reported previously). The MTN Ghana Restatement further improved HEPS by approximately 12 cents to 110 cents (from 98 cents, as reported previously).

The above effects are non-cash in nature, with no impact on the Group cash and cash equivalents for the respective restated periods.

Strong earnings, cash flow and return performance

Basic EPS swung from a restated loss of 519 cents in 2024 to 1 113 cents in 2025. The 2025 figure includes impairment losses of 157 cents that relate to property, plant and equipment and intangibles assets. A further loss of 1 cent relates to disposal of SA towers and 3 cents loss on disposal of property, plant and equipment and intangible assets.

Adjusting for these factors totalling a net loss of 161 cents, HEPS rose sharply to 1 274 cents from a restated 110 cents in 2024. HEPS was negatively affected by non‑operational items totalling approximately 85 cents. These included: hyperinflation adjustments of 46 cents (FY 2024:-2 cents, restated); nil net foreign exchange loss (FY 2024: -598 cents loss), though this included a naira gain of approximately 29 cents (FY 2024: -399 cents); a reversal of deferred tax asset of approximately -68 cents (FY 2024: -58 cents) and other non-operational items approximately -63 cents (FY 2024: -46 cents).

After adjusting for the above factors, Adjusted HEPS grew by 67.0% to 1 359 cents (FY 2024: 814 cents, restated).

We deployed capex of R51.0 billion (from R53.3 billion in FY 2024) on an IFRS 16 reported basis as we continued to invest in the capacity and quality of the networks, which underpin our growth. Capex (ex-leases) was R38.5 billion, up 28.8% and indicated a capex intensity of 17.0% – within our target framework range of 15-18%.

The increase in capex reflected an acceleration in capex rollout in MTN Nigeria, to support growth and improve the quality of experience following price adjustments announced earlier in 2025. It also reflected the strengthening of the cedi against the rand, which drove higher capex for MTN Ghana in our reporting currency. The Group rolled out approximately 3 499 3G, 4 453 4G and 1 001 5G sites in the year.

Aligned to the improvement in operational performance, and despite the increased capex deployment in the year, Group OpFCF, including spectrum and licence acquisitions, increased by 84.5% to R55.0 billion – excluding these, OpFCF was up 81.7% to R57.1 billion.

FCF – post interest and tax – rose by 345.5% to R26.9 billion. After accounting for dividends to non-controlling interests, EFCF was R21.6 billion (up 382.0%).

Group ROE (adjusted for non-operational items, including hyperinflation) rose by 6.9pp to 25.6% (31 December 2024: 18.7%) driven by the increase in operating performance.

CREATING SHARED VALUE

We continue to advance our shared value commitments by embedding sustainability principles across our operations as key drivers of business resilience, risk mitigation and longterm value creation for all our stakeholders.

Driving eco-responsibility

MTN achieved a 48% reduction in Scope 1 and 2 emissions (tCO2e) in 2025 versus the 2021 baseline. The main contributors to the reduction were from the following reporting entities: Eswatini, Ghana, South Africa, Uganda, Bayobab Dubai and Bayobab Kenya, with the largest impact from renewable energy projects, primarily solar deployments. The decrease also reflects portfolio changes since 2021, when MTN SA disposed its towers under the asset realisation programme - this reduced directly attributable energy use and emissions.

We are also advancing the reduction of Scope 3 emissions through strengthened supplier engagement. In 2025, approximately 52% of our suppliers by spend committed to setting their own SBTi-aligned emission-reduction targets by 2026, exceeding our 2025 target of 50%. Reducing value-chain emissions remains a priority as we work with partners to drive broader decarbonisation across our ecosystem.

Project Zero continues to serve as a central mechanism for delivering on our climate ambitions, guiding initiatives that drive meaningful emissions reductions across the Group. We remain focused on ensuring our actions contribute positively to climate resilience and continue to review our targets with the SBTi to stay aligned with our decarbonisation milestones.

Building sustainable societies

We continue to deliver against our diversity and inclusion commitments. We remain well on our way to achieving our 2030 gender equal workforce plan. In 2025, our women in the workforce representation stood at 45%, improving by 1pp since FY 2024 and also exceeds our envisaged 2025 target by 4pp.

Beyond total representation, we also track well against the remainder of our 2025 targets, such as women in leadership at 33% in FY 2025 (improving by 1pp since FY 2024 and 3pp ahead of our 2025 target of 30%) and women in technology at 29% (improving by 3pp since FY 2024 and 7pp ahead of our 2025 target of 21%). We remain committed to creating an inclusive and empowering environment where women are supported to thrive, realise their full potential and contribute meaningfully to our collective success.

MTN continues to drive the expansion of internet access across our markets, extending connectivity into rural and remote areas. This work is central to accelerating digital and financial inclusion and underscores the critical role the telecoms sector plays in sustainable development. We achieved broadband coverage of 94.2% in 2025, falling slightly below our 95% target due to delayed investments in Nigeria given the material naira devaluation in recent years. MTN has rolled out a cumulative 6 880 rural sites, with 852 of these added in 2025.

MTN contributed approximately R150 billion in economic and social value during the year, reinforcing our role in supporting livelihoods and economic activity across our markets. In 2025, we further advanced our community impact through investments of around R269.7 million in corporate social investment programmes across our host nations.

Committed to sound governance

In line with our commitment to sound governance and the creation and protection of stakeholder value, MTN achieved its strongest reputation and trust outcomes in 2025 since the launch of the Group's Reputation Index Survey (RIS) in 2019. The Group's overall reputation improved from 78.5 in 2024 to 80.1 in 2025, surpassing the corporate target of 75.

MTN recognises the transformative potential of AI and has embedded a Responsible AI framework across its product and services portfolio through structured risk assessments, ensuring accountable and rights-aligned innovation. In parallel, we are building organisation-wide capability to enable an inclusive AI transition and equip our workforce to lead confidently in an evolving digital ecosystem.

Under Ambition 2025, MTN committed to ranking in the top quartile of leading ESG ratings, a position we have achieved and maintained. As we transition to Ambition 2030, the focus on strengthening sustainability execution, data maturity and disclosures to sustain ESG leadership remains unchanged.

OPERATIONAL REVIEW

Listed Opcos published FY 2025 results

The published 2025 results of our listed Opcos can be viewed at:

MTN South Africa

  • Service revenue increased by 2.0%
  • Data revenue increased by 4.5%
  • Voice revenue declined by 4.2%
  • Wholesale revenue increased by 2.5%
  • Enterprise service revenue increased by 13.6%
  • Digital revenue decreased by 3.2%
  • Fintech revenue decreased by 8.4%
  • EBITDA decreased by 10.2% (down 10.1% excluding loss from the disposal of towers)
  • EBITDA margin declined by 2.9pp to 34.5% (down 2.8pp to 34.6% excluding loss on disposal of towers)
  • Capex of R8.4 billion on IFRS 16 reported basis (R6.8 billion, ex-leases)

MTN SA demonstrated its operational resilience and sustained encouraging commercial momentum as it continued to navigate the challenges of a mature and competitive operating environment. MTN SA maintained its strong network leadership in the market, which underpinned the FY 2025 performance.

Some of South Africa's macroeconomic indicators showed positive trends. Inflation remained benign for much of 2025, with an average of 3.2%, while interest rates eased throughout the year. The rand also strengthened over the course of the year, supported by higher commodity prices and improved investor sentiment linked to fiscal and regulatory progress.

However, South Africa's economic growth remained subdued, with Q4 GDP growing by just 0.4% YoY (1.1% for 2025) according to Statistics South Africa. This exacerbated the competitive pressures in our market.

Network leadership sets strong base to accelerate performance

MTN SA maintained its position as South Africa's best mobile network throughout 2025, having secured the top ranking in Q4 2025 according to the MyBroadband Network Quality Report - its fourth consecutive quarterly win. MTN SA also retained its place as South Africa's Best Voice Network for 2025, reinforcing its sustained leadership in digital connectivity and network excellence. This sets a strong foundation for MTN SA to accelerate its commercial initiatives.

MTN SA operational and financial overview

MTN SA delivered a 2.0% YoY growth in overall service revenue for the reporting period, supported by robust growth in the consumer postpaid and enterprise segments. This performance was counterbalanced by softer results in the prepaid segment, while wholesale revenue remained stable YoY. The total subscriber base grew by 1.9% to 40.6 million, underpinned by continued enhancements to MTN SA's product portfolio and a sharpened focus on elevating customer experience and strengthening distribution channels.

Postpaid customers grew by 7.6% to 4.6 million, driven by robust YoY demand for integrated voice and data plans, the postpaid price adjustment effected from 1 February 2025, device-led propositions and the rollout of new device-financing models. Consumer postpaid service revenue increased by 4.4% YoY, with growth accelerating to 5.5% in Q4 2025, signalling sustained momentum in the segment.

Prepaid subscribers were marginally lower by 0.7% YoY to 29.7 million, reflecting higher promotional activity and churn, as competitive pressures intensified. Consequently, the consumer prepaid segment reported a 2.3% YoY decline in service revenue, with a contraction of 3.9% YoY in Q4 2025 reflecting the increased competitiveness into the close of the year.

Data revenue sustained solid growth of 4.5%, even as Q4 2025 momentum eased to 3.2% YoY amid heightened pricing pressure in the market. The overall data ecosystem continued to expand, with the active subscriber base edging up 0.8% to 22.0 million and data traffic accelerating by 27.3% YoY.

The growth in data was driven by higher consumption, with an 18.0% YoY increase in average usage per active postpaid data subscriber to 26.5GB. This was supported by the broader adoption of FWA services. For prepaid customers, average monthly usage accelerated by 28.4% to 4.2GB, indicating rising demand and more active usage patterns within the base.

The Home subscriber base (FWA and fibre) continued to expand, underpinned by differentiated and compelling product propositions, including the successful Shesh@5G offering.

Voice revenue growth remained subdued, declining 4.2% YoY and 8.0% in Q4 2025, reflecting the broader pressures in the consumer prepaid segment. This was partially offset by the resilience of the consumer postpaid base, which delivered positive voice revenue growth of 2.9%, in the context of the continued shift toward VoIP services.

Wholesale revenue grew by 2.5% YoY, with the pleasing growth in mobile and fixed access data moderated by lower bulk SMS, interconnect and BTS revenues.

The enterprise business delivered strong growth, with service revenue up by 13.6% YoY and reflecting an acceleration in momentum in Q4 2025 (up by 14.4%). This strong trajectory was driven by continued demand for MTN's core mobile enterprise solutions, bulk SMS, connectivity services and converged offerings.

Digital services revenue declined by 3.2% YoY, primarily impacted by lower prepaid recharge activity. The performance was also impacted by softer content VAS and rich media services revenue, though this was partially offset by the continued double-digit expansion in mobile advertising.

Fintech revenue declined by 8.4% YoY, largely reflecting a slowdown in XtraTime activity, as recharge volumes moderated on the back of initiatives to rebalance the mix with cash recharges. This was partially offset by growth within the MoMo portfolio, where performance was supported by continued momentum in InsurTech-related services.

MTN SA's reported EBITDA was 10.2% lower, with a margin of 34.5% (down 2.9pp), impacted by slower topline growth and increased bad debts stemming from the telesales and on-biller channels. This outcome also includes a negative impact amounting to 1.2pp on EBITDA margin from the Group share price movement on the MTN SA staff share scheme.

MTN SA outlook

Overall macroeconomic pressures and the contest for consumer wallet share spending continue to exacerbate the persistent competitive intensity in the South African telecoms sector. However, MTN SA remains committed to executing its initiatives to accelerate commercial and financial momentum, as well as drive additional efficiencies over the short to medium term.

MTN SA is progressing interventions to improve prepaid performance, including refined regional offers, richer personalisation on bundle pricing and channel optimisation. In postpaid, MTN SA effected contract price adjustments in February 2026, which are expected to complement overall rising data. The growth in home connectivity is anticipated to remain strong, with a clear focus on expanding FWA and FTTH uptake, as well as enhancing commercial monetisation.

The work on accelerating MTN SA's operational momentum is supported by efforts to sustain efficiencies in the business, including driving innovative device-financing models, network-sharing partnerships and initiatives to reduce bad debts, particularly in our assisted/ third-party channels.

MTN SA targets medium-term service revenue growth in the 'low to mid-single digits' range and EBITDA margin of between 35-37%. The business will continue to deploy capital efficiently to maintain network leadership, which anchors its commercial and operational interventions. As previously indicated, MTN SA is implementing these initiatives to improve performance towards the upper end of guidance ranges over time.

MTN Nigeria

  • Service revenue increased by 54.9%*
  • Data revenue increased by 74.2%*
  • Voice revenue increased by 41.9%*
  • Digital revenue increased by 36.7%*
  • Fintech revenue increased by 79.5%*
  • EBITDA increased by 108.4%*
  • EBITDA margin increased by 13.6pp* to 52.7%*
  • Capex of R18.9 billion on IFRS 16 reported basis (R11.9 billion ex-leases) as investments accelerated in H1 2025

MTN Nigeria reported FY 2025 results on 26 February 2025, marking a significant turning point in the business performance and a resumption of its dividend payments. In the period, MTN Nigeria returned to profitability, generated stronger FCF and restored positive retained earnings and shareholders' funds. The balance sheet resilience was driven by the robust performance of the business as well as a focused reduction in foreign currency exposure and financial discipline.

MTN Nigeria delivered these results through excellent commercial execution, commitment to operational efficiency and disciplined capital allocation, underpinned by a supportive macroeconomic environment.

Topline growth was driven by a robust execution and pricing discipline. Data now accounts for more than half of total revenue, voice remains a resilient second pillar and fintech and digital provide additional growth vectors. Service revenue grew by 54.9%* (Q4 2025: 49.5%*). Excluding the once-off USSD revenue recognition in Q4 2024, Q4 2025 service revenue sustained a strong underlying growth of 62.0%*.

Data revenue increased by 74.2%*, making it the largest contributor to MTN Nigeria service revenue. This growth was supported by an expanded active user base, increased usage and higher traffic. The number of active data subscribers in MTN Nigeria grew by 11.6%, while smartphone penetration rose by 7.9pp to 66.1%, reflecting the rising demand for high-speed connectivity.

Data traffic increased by 34.0% and average usage per subscriber by 20.0% to 13.08GB. In addition, 4G population coverage improved by 2.1pp to 84.6%. These results underscore the effectiveness of MTN Nigeria's accelerated network investments and its commitment to delivering a superior quality of service and user experience.

Home broadband remains central to MTN Nigeria's data growth strategy. By prioritising FWA and FTTH, it efficiently served growing household demand while deepening its leadership in home connectivity. MTN Nigeria introduced unlimited 5G and 1 Gbps FTTH plans to raise the bar on performance and value for home connectivity. FTTH remains a core investment priority as demand for high-quality home connectivity accelerates.

Voice revenue in MTN Nigeria increased by 41.9%*, demonstrating resilience amid elasticity dynamics. Growth was driven by base growth, higher minutes of use and ongoing CVM initiatives.

Digital revenue grew by 36.7%*, led by mobile advertising and content partnerships. MTN Nigeria continued to enhance its digital storefronts and migrated traffic to more modern engagement platforms, laying the groundwork for more consistent growth in 2026.

Enterprise business delivered service revenue growth of 8.5%* (up 23.6%* excluding the onceoff USSD revenue recognition in Q4 2024), with strong contributions from fixed connectivity, data services and converged solutions. MTN Nigeria commenced monetisation of the Dabengwa Data Centre, onboarded the first set of customers to the MTN Cloud marketplace and built public-sector partnerships focused on digital transformation use cases.

MTN Nigeria fintech revenue grew by 79.5%*, supported by higher interest income from deposits and the continued expansion of advanced services. Active wallets expanded to 3.7 million by December 2025, following a targeted H2 2025 push that deepened rural penetration, stabilised the app experience, intensified agent and merchant activations, and strengthened digital CVM. Float income also increased in line with higher balances, as customer deposits rose 142.6% from December 2024.

These outcomes demonstrate the momentum in the MTN Nigeria fintech strategy and the significant value creation potential of the platform. As we continue to scale the ecosystem, enhance product reliability and deepen customer engagement, MTN Nigeria is building strong momentum for sustained fintech growth.

As a result of the above, MTN Nigeria EBITDA more than doubled, with an EBITDA margin up by 13.6pp* to 52.7%* (Q4 2025: 56.1%), in line with its guidance of delivering 'at least the low 50%'. This highlights disciplined execution and strong operational leverage in the MTN Nigeria business.

MTN Nigeria reported a PAT of R13.1 billion, a strong recovery from the FY 2024 loss of R6.8 billion. This has supported the restoration of positive retained earnings and shareholders' equity.

Southern and East Africa (SEA)

  • Service revenue increased by 21.1%*
  • Data revenue increased by 35.2%*
  • Voice revenue increased by 11.9%*
  • Digital revenue increased by 15.0%*
  • Fintech revenue increased by 22.0%*
  • EBITDA increased by 28.3%*
  • EBITDA margin increased by 2.7pp* to 47.9%*
  • Capex of R5.9 billion on IFRS 16 reported basis (R4.2 billion, ex-leases)

The SEA region delivered service revenue growth of 21.1%* in FY2025 against average inflation for the region of 12.4%, as continued strong performance in our Uganda operations was further buoyed by improvements in operations in Rwanda, Zambia and a continued recovery in South Sudan. Driven by strong growth in data (up 35.2%*), fintech (up 22.0%*) and voice (up 11.9%*), the region delivered pleasing EBITDA growth of 28.3%* with the EBITDA margin expanding by 2.7pp* to 47.9%*.

Overall subscribers in the SEA increased by 10.5% to 46.6 million in 2025. Data and fintech now make up 29.4%* and 31.2%* respectively of SEA service revenue.

MTN Uganda reported its FY 2025 results on 13 March 2026, recording a 13.5%* increase in service revenue, supported by strong demand for data and fintech services, enabled by significant investment to enhance network quality and resilience.

Data revenue grew for MTN Uganda by 28.9%*, driven by a net increase of 1.9 million active data users to 12.0 million (up 18.6% YoY). Data traffic rose 42.3%, with average usage (3.2GB per subscriber) up 20.0%. Smartphone penetration reached 42.8%, supported by a 4.9% increase in smartphones on the network through device financing. Voice revenue delivered a resilient performance despite MTR-related pressure, growing 1.1%*.

MTN Uganda fintech revenue increased by 17.4%*, supported by strong MoMo performance and recovery in XtraTime. The mobile money revenue grew by 17.6%, driven by P2P and robust growth in advanced services. Advanced services contributed 30.5% of fintech revenue, as MTN Uganda delivered on the strategy to scale the fintech platform. The fintech ecosystem expanded, with active users up 6.5% to 14.7 million. Agents grew 13.5% and merchants grew 33.6%. Ecosystem activity was robust, with transaction volumes up 17.5% to 5.0 billion and value up 20.7%*.

EBITDA increased by 17.1%*, driven by disciplined cost management under the EEP. This supported a 1.6pp expansion in MTN Uganda EBITDA margin to 53.7%*. PAT increased by 23.3%*, adjusted for the one-off URA settlement, reflecting a strong second-half recovery.

West and Central Africa (WECA)

  • Service revenue increased by 18.5%*
  • Data revenue increased by 32.0%*
  • Voice revenue increased by 2.0%*
  • Digital revenue increased by 24.1%*
  • Fintech revenue increased by 22.3%*
  • EBITDA increased by 28.6%*
  • EBITDA margin increased by 3.7pp* to 47.5%*
  • Capex of R15.9 billion on IFRS 16 reported basis (R13.7 billion, ex-leases)

Service revenue growth of 18.5%* was well ahead of WECA average blended inflation of 8.9%, driven by strong growth in data (up 32.0%*), fintech (up 22.3%*), while voice remained a drag (down 2.0%*) on revenues. Continued robust performances from MTN Ghana (service revenues up 35.9%*) and MTN Cameroon (up 19.5%*) were supported by improvements in smaller operations, with MTN Benin the notable exception in FY 2025. Total subscribers in the region increased by 3.0% to 72.0 million, while active data subscribers increased by 10.7% to 42.3 million. MoMo MAU was up 5.3% to 38.1 million.

EBITDA accelerated for the region in the second half and rose by 28.6%* and the EBITDA margin expanded by 3.7pp* to 47.5%*.

MTN Ghana released its results on 27 February 2026, reporting a strong operational and financial performance for 2025, driven by the significant investment in its network and targeted commercial initiatives that have enhanced the customer experience. This enabled MTN Ghana to expand its customer base by 2.6 million, surpassing 31.2 million subscribers.

The results were delivered against the backdrop of an improved macroeconomic environment in 2025, with subsiding inflation and a strengthened local currency. These positive trends boosted consumer purchasing power and reinforced investor confidence, creating a supportive environment for sustained growth in MTN Ghana's business. Service revenue increased by 35.9%* YoY, driven by good growth in data, MoMo and voice services.

Data revenue grew by 48.3%* YoY, driven by a 13.7% YoY rise in active subscribers - reaching 19.9 million by the end of 2025 - and a 55.4% YoY increase in data traffic. Average data consumption per user increased by 36.6% YoY to 14.7 GB per month, reflecting greater adoption of streaming, social media and online applications.

Fintech revenue for MTN Ghana increased by 33.3%*, underpinned by a 12.3% YoY increase in active users to 19.3 million. Revenue from basic services increased by 26.2%* YoY, largely due to growth in withdrawal and transfer services following the abolishment of e-levy. Advanced services surged by 51.6%* YoY, fuelled by rising adoption of digital payments and lending solutions.

MTN Ghana EBITDA increased by 43.5%* YoY, with the margin expanding by 3.2pp* to 60.2%*. PAT increased by 56.8%* YoY.

Service revenue growth of 19.5%* in MTN Cameroon was driven by strong growth in data and fintech. Despite a challenging regulatory environment, MTN Cameroon has maintained its leadership position through strong commercial execution and solid customer and network traffic growth. EBITDA grew by 30.7%*, with a 3.8pp* expansion in margin to 43.6%*.

>MTN Côte d'Ivoire has continued on its recovery, delivering service revenue growth of 5.0%* in FY 2025 supported by improvements in both customer numbers and network traffic. Elections were held in the country in late 2025, with the regulatory landscape remaining supportive and the quality of service improving. Data remains the largest contributor to service revenue growth. EBITDA increased by 15.4%*, driving an improved margin of 36.1%* (up 3.3pp*).

Middle East and North Africa (MENA)

  • Service revenue increased by 288.1%*
  • Data revenue increased by 378.6%*
  • Voice revenue increased by 221.8%*
  • Digital revenue increased by 966.7%*
  • Fintech revenue was flat for FY 2025
  • EBITDA moved to a profit in FY2025 by 2271.4%*
  • EBITDA margin improved to 34.7%* by 40.9pp*
  • Capex of R456 million on IFRS 16 reported basis (R456 million, ex-leases)

MTN Sudan continued to deliver improvements in operational activities, lifted by continued site restorations and despite the ongoing conflict. The 288.1%* improvement in service revenue has been led by a recovery in voice revenues, while EBITDA margins maintained their positive H1 trajectory delivering a 34.7%* margin in FY 2025 (from a loss position in FY 2024).

Associates, joint ventures and investments

The equity-accounted profits of Irancell, which is a 49% non-controlled investment, declined by 41.2%* in FY 2025, impacted by a 45.4% weakening of the average Iranian real exchange rate against the US dollar over the course of 2025.

STRATEGY UPDATE | TRANSITIONING TO AMBITION 2030

The Board has resolved to build on the strategic priorities and focus areas of Ambition 2025 and evolve the strategy to Ambition 2030 as the vehicle to drive continued growth and value unlock. We are proud of the progress achieved under Ambition 2025, which has strengthened MTN's leading position in Africa.

Meaningful value delivered by Ambition 2025

Total subscribers:

279.6m (2020) to 307.2m

Active data subscribers:

114.3m (2020) to 172.6m

Fintech MAU:

46.4m (2020) to 69.5m

Reputation index survey:

71.0 (2020) to 80.1

Cumulative expense efficiency savings

(from 2020 baseline): R16.4 billion

Adjusted ROE:

17.0% (2020) to 25.6%

ARP proceeds:

R22.6 billion

Holdco leverage:

2.2x (2020) to 1.3x | US$ mix: 48% (2020) to 16%

We are entering a new phase of a rapidly evolving, platform-led, AI-driven and customercentric world. In this new phase, MTN is uniquely positioned to extend digital and financial services creating hope, dignity and opportunity for all of the continent. As the continent's largest infrastructure platform, we recognise the significant opportunity this presents. 2026, therefore, marks the start of Ambition 2030, which is an evolution of our strategy focused on delivering our dream of digital and financial inclusion through our three-platform approach. It extends the work of Ambition 2025 of Leading digital solutions for Africa's progress with a focus to scale platforms for consumers, homes and businesses.

Under these three platforms are focused priorities that drive our strategic execution. Connectivity is the foundational pillar that underpins MTN's growth ambitions and is also the primary driver of digital inclusion. Under this platform, we will focus on three strategic priorities, namely 1) Scale Data, 2) Accelerate Home and 3) Empower Enterprises. These priorities seek to ignite growth through access to innovative connectivity and digital services.

The runway for Fintech to scale underscores exciting prospects for medium and long-term growth. Our two strategic priorities are to 1) Grow Ecosystem and 2) Accelerate Advanced Services. Democratising services such as lending, insurance, payments and remittances, underlines our commitment to deepen financial inclusion as we deliver sustainable growth.

We are enhancing our Digital Infrastructure positioning to better provide for Africa's expected exponential digital workloads growth as consumers and businesses increasingly seek more digitised experiences and AI becomes more prevalent. The strategic priorities to drive this are: 1) Advance Fibre Networks, 2) Expand AIEnabled Data Centres and 3) Unlock Towers Value, as per the IHS Acquisition (subject to completion) and any towers that were already in our portfolio.

We are also focused on executing three crossplatform strategic priorities. These are outlined below:

1) We aim to deliver a Leading Customer Experience by driving end-to-end digital experience through apps and shifting customers toward seamless self-service. Products will be designed to best-in-class standards, rooted in simplicity and transparency. Additionally, MTN is building future-fit capabilities and skills to support sustained delivery of this priority.
2) MTN will Leverage Artificial Intelligence for Growth by transforming its platforms businesses through AI-native capabilities. We are embedding predictive, self-managed networks; intelligent financial services; and AI-ready cloud and API ecosystems. We are also committed to driving responsible AI usage and governance and upskilling our talent. The aim is to drive a differentiated experience for our customers, improve operational efficiencies, increase business productivity and deliver new growth opportunities through AI.
3) Ambition 2030  will continue to Create Shared Value by working to close the digital and financial divide across our markets. We will focus on contributing to socioeconomic development, ESG targets focused on emissions reduction and improved broadband coverage. Through the MTN Group Foundation, we aim to improve digital skills, device inclusiveness and technology for good initiatives (such as responsible AI usage).

We will provide more details of our strategy, capital allocation priorities and how we will deliver on the medium-term guidance at the CMD planned for on or around 10 June 2026.

OUTLOOK, PRIORITIES AND MEDIUM-TERM GUIDANCE

Looking ahead, we are energised to deliver on our medium-term growth and value creation objectives through execution of our Ambition 2030 strategy. We are well-positioned to leverage our scale, footprint and brand leadership to capture the structural growth opportunities. We are committed to accelerating our impact in Africa and empowering the people, businesses and nation states in the markets we serve.

The macroeconomic conditions in our key markets are currently positive for our ambitions, with improved stability and moderation in inflation, interest and foreign exchange rates. While supportive, we are cognisant of the risks to this environment from escalating global geopolitical disruptions and developments, including in the Middle East. We remain vigilant to these evolving risks and will continue to drive our strategy through execution excellence and disciplined capital allocation.

Revised geographical and operating segments

In an 18 August 2025 announcement, we highlighted an evolution in how we manage our geographic segments. While we have presented our FY 2025 results on the prior basis (MTN SA, MTN Nigeria, SEA and WECA) for completeness, we have rearranged these into a revised structure which is now the basis on which we manage the business. Going forward, therefore, we will disclose our segments as follows:

  • MTN SA
  • MTN Nigeria
  • MTN Ghana
  • MTN SEA: MTN Uganda, MTN Rwanda, MTN Zambia, MTN South Sudan, MTN Sudan and MTN Liberia
  • MTN Francophone: MTN Cameroon, MTN Côte d'Ivoire, MTN Benin and MTN Congo Brazzaville
  • MTN Digital Infrastructure: Housing Bayobab and our other digital infrastructure businesses

Operationally, these are managed within our three-platform construct of connectivity, fintech and digital infrastructure.

Accelerating our operations

We will continue to implement the commercial interventions to accelerate MTN SA's performance, including targeted bundles, as well as optimisation of pricing and distribution channels. These initiatives will be effected, in tandem with a sustained focus on expense efficiencies, to drive improved service revenue growth and profitability in the business over the medium-term.

MTN Nigeria will build on the strong recovery in 2025, marked by a return to profitability, restoration of positive retained earnings and equity balances and the resumption of dividends. The business will continue to drive growth in data consumption, underpinned by its network leadership, superior customer experience and disciplined capital allocation.

For MTN Ghana, the priority remains to scale its connectivity business by further enhancing data connectivity, expanding home solutions and advancing enterprise offerings to empower businesses of all sizes. Within fintech, MTN Ghana will support growth by expanding its fintech products and strengthening the overall ecosystem by leveraging partnerships to deepen collaborations with financial institutions, agents and merchants.

In our remaining markets, the focus will be to sustain the turnarounds and good momentum we are seeing in various Opcos.

In the fintech platform, we will continue to navigate the intensification of competitive and pricing pressures in several markets, with a focus on accelerating ecosystem expansion and penetration, as well as improved commercial monetisation. We are building our internal capacity and deepening the collaboration with our partners where this makes sense, scale up our advanced services. This will enhance the quality of our customer and product mix, as well as the growth and sustainability of our fintech business.

STRATEGY EXECUTION AND FINANCIAL HEALTH UNDERPINNED BY SOUND CAPITAL ALLOCATION

The health and flexibility of our balance sheet and liquidity positions underpin the ability to drive our growth and strategic ambitions. It also enables us to navigate potential volatility that may arise from our operating environment.

As we press forward with our Ambition 2030 strategy, we retain the key elements of the disciplined capital allocation framework that continues to guide us. We have, however, consolidated our shareholder remuneration priority as outlined below, to enhance returns and value to our shareholders:

  • Organic growth: Sustain well-invested networks, with focus on enhanced returns
  • Healthy financial profile: Strong balance sheet and liquidity positions
  • Shareholder remuneration: Return cash to shareholders through dividends and/or buybacks
  • Value-accretive inorganic opportunities: Aligned with the MTN investment case, with strict risk and financial criteria

Medium-term guidance

Our investment case is driven by MTN's customer, network and brand leadership in our markets, underpinned by the structural demand for our data and fintech services. This is the foundation supporting our three-platform strategy and has evolved our medium-term guidance framework to crystallise the objectives and outcomes we target from our priorities.

  • MTN Group service revenue: 'at least high-teens' growth
  • MTN SA service revenue: 'low to mid-single-digits' growth
  • MTN Nigeria service revenue: 'at least low-20%' growth
  • Fintech service revenue: 'high-20% to low-30%' growth
  • ROCE: 'high-20% to low-30%'
  • Group leverage (net debt/EBITDA): ratio of '1.0x or lower'

FY 2025 FINANCIAL RESULTS TELECONFERENCE

MTN will be hosting a presentation and conference call today, Monday 16 March 2026, where we will be unpacking the Group's performance for the 12-month period ended 31 December 2025. To participate, please register here: https://themediaframe.com/mediaframe/webcast.html?webcastid=kdnbyDzT

DECLARATION OF FINAL ORDINARY DIVIDEND

Notice is hereby given that a gross final dividend of 500 cents per share for the period to 31 December 2025 has been declared and will be paid out of revenue reserves. The number of ordinary shares in issue at the date of this declaration is 1 833 678 868 (including 55 866 treasury shares held by Mobile Telephone Networks Holdings Limited (MTN Holdings)), and the 650 627 shares held by the 2016 MTN ESOP Trust. The dividend will be subject to a maximum local dividend tax rate of 20% which will result in a net dividend of 400 cents per share to those shareholders who bear the maximum rate of dividend withholding tax of 100 cents per share.

The net dividend per share for the respective categories of shareholders for the different dividend tax rates is as follows:

  • 0% 500 cents per share
  • 5% 475 cents per share
  • 7.5% 462.50 cents per share
  • 10% 450 cents per share
  • 12.5% 437.50 cents per share
  • 15% 425 cents per share

These different dividend tax rates are a result of the application of tax rates in various double taxation agreements as well as exemptions from dividend tax.

MTN's 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 Tuesday, 7 April 2026
First trading day ex dividend on the JSE Wednesday, 8 April 2026
Record date Friday, 10 April 2026
Payment date Monday, 13 April 2026

No share certificates may be dematerialised or re-materialised between Wednesday 8 April 2026 and Friday 10 April 2026, both days inclusive. On Monday 13 April 2026 the dividend will be transferred electronically to the bank accounts of certificated shareholders who make use of this facility. Shareholders who hold dematerialised shares will have their accounts held by the Central Securities Depository Participant or broker credited on Monday 13 April 2026.

For and on behalf of the Board

MH Jonas

Group Chairman

RT Mupita

Group President & CEO

TBL Molefe

Group CFO

This results booklet has been prepared in compliance with the JSE Listings Requirements and is the responsibility of the directors and is a summary of the full annual financial results. The annual financial results have been reviewed by the Company's external auditors, Ernst & Young Inc., who have expressed an unqualified audit opinion thereon.

Any investment decisions should be based on the full annual financial results as the information in this results booklet does not provide all the details and investors and/or shareholders are encouraged to review the full annual financial results which are available through the JSE cloudlink at: https://senspdf.jse.co.za/documents/2026/JSE/ ISSE/MTN/MTNFY25.pdf

and on MTN's website at: https://www.mtn.com/ financial-results/?report_cat=annual-results.16 March 2026

Fairland

Lead sponsor

Tamela Holdings Proprietary Limited

Joint sponsor

J.P. Morgan Equities (SA) Proprietary Limited

ABBREVIATIONS AND DEFINITIONS

  • API: Application Programming Interface
  • BTS: Base transceiver station
  • Capex: Capital expenditure
  • CVM: Customer value management
  • EBIT: Earnings before interest and tax
  • Capital Employed: Total assets – current liabilities – investments in associates & JVs
  • ROCE: EBIT/Capital Employed (excludes hyperinflation, asset impairments and exceptional items for both EBIT and Capital Employed)
  • EBITDA: Earnings before interest, tax, depreciation and amortisation
  • EEP: Expense efficiency programme
  • EPS: Earnings per share
  • ESG: Environmental, Social and Governance
  • FTTH: Fibre to the Home
  • FWA: Fixed wireless access
  • FY 2024: The financial year ended 31 December 2024
  • FY 2025: The financial year ended 31 December 2025
  • GB: Gigabyte
  • H1: refers to H1 2025 unless otherwise specified
  • Holdco leverage: Holdco net debt (including Bayobab)/SA EBITDA + cash upstreaming
  • ICT: Information and communication technologies
  • JV: Joint venture
  • MAU: Monthly active users
  • MoMo MAU: A Mobile Money subscriber that made, received or participated in a Mobile Money Active Event or initiated a transaction that changed their wallet balance within 30 days from the reporting date.
  • MB: Megabyte
  • MTR: Mobile termination rate
  • ND: Net Debt
  • Opco: operating company
  • OpFCF: EBITDA +/- non-cash items +/- change in working – capitalised lease payments – acquisition of PPE and intangible assets capex - spectrum acquisitions/renewals
  • FCF: Free cashflow = OpFCF +/- net interest – tax paid
  • EFCF: Equity FCF = FCF - dividends to non-controlling interests
  • P2P: Point-to-point
  • PAT: Profit after tax
  • PBT: Profit before tax
  • PB: Petabyte
  • pp: Percentage points
  • PPE: Property, plant and equipment
  • PSB: Payment service bank
  • OTT: Over-the-top
  • ROE: return on equity
  • Adjusted ROE: Adjusted HEPS/Equity (excluding hyperinflation and non-controlling interest)
  • SBTi: Science Based Targets Initiatives
  • SIM: Subscriber Identity/Identification Module
  • SMS: Short Message Service
  • URA: Uganda Revenue Authority
  • USSD: Unstructured Supplementary Service Data
  • VAS: Value-added services
  • VoIP: Voice over Internet Protocol
  • YoY: Year-on-year
  • YTD: Year-to-date

FINANCIAL REVIEW

Headline earnings reconciliation

Rm  IFRS 
reported 
2025 
Impairmen 
of goodwill, 
PPE and 
associates1
Impairment  
loss on  
remeasurement  
of disposal  
group2
(Gain)/loss  
on disposal/  
dilution of  
investment  
in JV/  
associate/  
subsidiary  
and fair  
value gain on  
acquisition  
of subsidiary3
Net loss  
(after tax)
on disposal  
of SA towers4
Other5
2025                    
Revenue  226 707  –     –  –  – 
Other income  48  –  –  –  23  – 
EBITDA before once-off items  98 507  3 244  –  –  23  60 
Depreciation, amortisation and impairment of goodwill  (39 024) –  –  –  –  – 
EBIT  59 483  3 244  –  –  23  60 
Net finance cost  (16 545) –  –  –  –  – 
Hyperinflationary monetary gain/(loss) 1 336  –  –  –  –  – 
Share of results of associates and joint ventures after tax  3 152  –  –  –  –  (6)
Profit/(loss) before tax  47 426  3 244  –  –  23  54 
Income tax expense  (20 025) (1) –  –  (6) (8)
Profit/(loss) after tax  27 401  3 243  –  –  17  46 
Non-controlling interests  (7 139) (390) –  –  –  – 
Attributable profit/(loss) 20 262  2 853  –  –  17  46 
EBITDA Margin  43.5%                
Effective tax rate  42.2%                
Rm  Headline 
earnings 
Hyperinflation  
(excluding  
impairments)6
Impact of  
foreign  
exchange  
losses  
and gains7
Deferred  
Tax Asset  
remeasurement8
Other non-  
operational  
items9
Adjusted
2025 
% movement 
2025                       
Revenue  226 707  (6 620) –  –  –  220 087  20.0   
Other income  71  (13) –  –  –  58  (90.1)
EBITDA before once-off items  101 834  (3 255) –  –  734  99 313  39.7   
Depreciation, amortisation and impairment of goodwill  (39 024) 4 071  –  –  –  (34 953) 9.8   
EBIT  62 810  816  –  –  734  64 360  63.8   
Net finance cost  (16 545) 486  (580) –  –  (16 639) 6.7   
Hyperinflationary monetary gain/(loss) 1 336  (1 336) –  –  –  –  0.0   
Share of results of associates and joint ventures after tax  3 146  (939) 131  –  –  2 338  (49.8)
Profit/(loss) before tax  50 747  (973) (449) –  734  50 059  76.6   
Income tax expense  (20 040) 141  297  1 247  552  (17 803) 62.7   
Profit/(loss) after tax  30 707  (832) (152) 1 247  1 286  32 256  85.3   
Non-controlling interests  (7 529) (10) 157  –  (132) (7 514) 180.2 
Attributable profit/(loss) 23 178  (842) 1 247  1 154  24 742  68.0   
EBITDA Margin  44.9%              45.1%    
Effective tax rate  39.5%              35.6%    
Rm  IFRS 2024 
Reported 
(Restated*)
Impairment  
of goodwill,  
PPE and  
associates1
Impairment  
loss on  
remeasurement  
of disposal  
group2
(Gain)/loss on  
disposal/  
dilution  
of investment  
in JV/  
associate/  
subsidiary  
and fair  
value  
gain on  
acquisition  
of subsidiary3
Net loss  
(after tax)
on disposal  
of SA  
towers4
Other5
Revenue  188 001  –  –  –  –  – 
Other income  (68) –  –  653  (2) – 
EBITDA before once-off items   59 298  11 775  146  653  (2) 153 
Depreciation, amortisation and impairment of goodwill  (36 013) 437  –  –  –  – 
EBIT  23 285  12 212  146  653  (2) 153 
Net finance cost  (35 164) –  –  –  –  – 
Hyperinflationary monetary gain/(loss) 3 071  –  –  –  –  – 
Share of results of associates and joint ventures after tax  4 735  –  –  –  –  (6)
Profit/(loss) before tax   (4 073) 12 212  146  653  (2) 147 
Income tax expense  (6 841) –  –  –  (36)
Profit/(loss) after tax   (10 914) 12 212  146  653  (1) 111 
Non-controlling interests  1 545  (1 769) –  –  – 
Attributable profit/(loss)   (9 369) 10 443  146  653  (1) 113 
EBITDA Margin  31.5%                
Effective tax rate  168.0%                
Rm  Headline 
earnings 
Hyperinflation  
(excluding  
impairments)6
Impact of  
foreign  
exchange  
losses  
and gains7
Deferred  
Tax Asset  
remeasurement8
Other  
non-  
operational  
items9
Adjusted 
2024 
(Restated*)
Revenue  188 001  (4 580)    –  –  183 421 
Other income  583  –     –  –  583 
EBITDA before once-off items   72 023  (1 751)    –  838  71 110 
Depreciation, amortisation and impairment of goodwill  (35 576) 3 747     –  –  (31 829)
EBIT  36 447  1 996     –  838  39 281 
Net finance cost  (35 164) 1 520  18 053  –  –  (15 591)
Hyperinflationary monetary gain/(loss) 3 071  (3 071)    –  –  – 
Share of results of associates and joint ventures after tax  4 729  (276) 207  –  –  4 660 
Profit/(loss) before tax   9 083  169  18 260  –  838  28 350 
Income tax expense  (6 876) –  (5 124) 1 055  –  (10 945)
Profit/(loss) after tax   2 207  169  13 136  1 055  838  17 405 
Non-controlling interests  (222) (138) (2 322) –  –  (2 682)
Attributable profit/(loss)   1 985  31  10 814  1 055  838  14 723 
EBITDA Margin  38.3%               38.8%  
Effective tax rate  75.7%               38.6%  
1.   Represents the exclusion of the impact of goodwill, PPE, intangibles and joint venture impairments. 2025: PPE (R1 958 million) and Intangibles (R895 million); 2024: Goodwill (Ayo Group: R437 million), PPE (R8 768 million) and Intangibles (R1 238 million).
2.   Represents the impairment loss on remeasurement of disposal group. 2025: (R0 million); 2024: Afghanistan (R146 million).
3.   Represents the gain on disposal/dilution of investment in JV/associate/subsidiary and fair value gain on acquisition of subsidiary. 2025: R0 million; 2024: Gain on disposal of Afghanistan – R1 018 million; Gain on disposal of Bissau – R246 million; Loss on disposal of Conakry – R1 918 million.
4.   Represents net loss/(gain) (after tax) on disposal of SA towers. (2025: R17 million loss; 2024: R1 million gain).
5.   Represents the net profit on disposal of PPE and intangibles. 2025: PPE (R46 million loss), Intangible assets (R6 million loss) and share of results from Iran (R6 million profit); 2024: PPE (R119 million loss) and share of results from Iran (R6 million profit).
6.   The impact of hyperinflation is excluded for the operations currently accounted for on a hyperinflationary basis (MTN Irancell, MTN Sudan, MTN South Sudan and MTN Ghana), as well as those that have previously been accounted for on a hyperinflationary basis. The economy of Iran was assessed to be hyperinflationary effective 1 January 2020 and hyperinflation accounting has since been applied. The economy of Sudan was assessed to be hyperinflationary during 2018 and hyperinflation accounting has since been applied. The economy of South Sudan was assessed to be hyperinflationary effective 1 January 2016 and hyperinflation accounting has since been applied. The economy of Ghana was assessed to be hyperinflationary effective 1 January 2023 and hyperinflation accounting has since been applied until 30 June 2025. The three-year cumulative rate inflation of Ghana for 2025 is below 100%, indicating that the economy has ceased to be hyperinflationary with effect from 1 July 2025.
7.   Adjustment for the net forex (gains)/losses impacting earnings for the respective periods. 2025: forex loss of R5 million; 2024: forex loss of R10 814 million. This includes the impact of forex in Iran.
8.   Represents reversal of deferred tax assets (2025: R615 million – Mauritius, R632 million – aYoba; 2024: R1 055 million – Mauritius).
9.   Represents other non-operational items relating to 2025: fintech separation costs, Anti-terrorism Act (ATA) and other matters of R788 million, reversal of accruals of warranties and indemnities of R54 million and Uganda once-off tax settlement of R420 million and 2024: fintech separation costs, ATA and other matters of R838 million.

GROUP REVENUE BY COUNTRY

Table 1: Group revenue by country


Actual
(Rm)
Prior
(Rm)
Reported
% change
Constant
currency
% change
Contribution
to revenue
%
South Africa 51 090 52 596 (2.9) (2.9) 22.5
Nigeria 61 694 41 043 50.3 54.7 27.2
SEA 28 010 24 512 14.3 21.2 12.4
Uganda 17 891 15 459 15.7 13.6 7.9
Other SEA 10 119 9 053 11.8 37.6 4.5
WECA 72 141 57 986 24.4 18.6 31.8
Ghana 35 730 22 642 57.8 35.8 15.8
Cameroon 13 452 11 063 21.6 19.5 5.9
Côte d'Ivoire 10 026 9 402 6.6 5.0 4.4
Other WECA 12 933 14 879 (13.1) (5.6) 5.7
MENA 2 192 1 284 70.7 288.7 1.0
Sudan 2 192 786 178.9 288.7 1.0
Afghanistan 498 (100.0) –  – 
Bayobab 9 376 11 059 (15.2) (13.8) 4.1
Head offices and eliminations (4 416) (5 059)     (1.9)
Total 220 087 183 421 20.0 20.4 97.1
Hyperinflation 6 620 4 580     2.9
Total reported 226 707 188 001 20.6 20.4 100.0

GROUP SERVICE REVENUE BY COUNTRY

Table 2: Group service revenue by country


 
Actual
(Rm)
Prior
(Rm)
Reported
% change
 
Constant
currency
% change
 
Contribution
to revenue
%
 
South Africa  44 030  43 175  2.0   2.0   20.2   
Nigeria  61 331  40 755  50.5    54.9    28.1   
SEA  27 666  24 248  14.1    21.1    12.7   
Uganda  17 703  15 317  15.6    13.5    8.1   
Other SEA  9 963  8 931  11.6    37.6    4.6   
WECA  71 754  57 745  24.3    18.5    32.8   
Ghana  35 634  22 565  57.9    35.9    16.3   
Cameroon  13 348  10 972  21.7    19.5    6.1   
Côte d'Ivoire  10 001  9 380  6.6   5.0   4.6   
Other WECA  12 771  14 828  (13.9)  (6.6)  5.8   
MENA  2 158  1 271  69.8    288.1    1.0   
Sudan  2 158  776  178.1    288.1    1.0   
Afghanistan  –  495  (100.0)  0.0   0.0   
Bayobab  9 376  11 059  (15.2)  (13.8)  4.3   
Head offices and eliminations  (4 414)  (5 058)      (2.0) 
Total  211 901  173 195  22.3    22.7    97.0   
Hyperinflation  6 599  4 561  44.7      3.0   
Total reported  218 500  177 756  22.9    22.7    100.0   

GROUP REVENUE BY SEGMENT

Table 3: Group revenue by segment

  Actual 
(Rm)
Prior  
(Rm)
Reported 
% change 
Constant 
currency 
% change 
Contribution 
to revenue 
Outgoing voice 1  54 717  48 292  13.3  16.2  24.1 
Incoming voice 2  7 280  8 876  (18.0) (15.9) 3.2 
Data 3  98 161  71 655  37.0  36.4  43.3 
Digital 4  3 731  3 207  16.3  16.1  1.6 
Fintech 5  28 798  22 541  27.8  23.2  12.7 
SMS  4 190  4 242  (1.2) (0.2) 1.8 
Devices  8 185  10 226  (20.0) (19.8) 3.6 
Wholesale 6  9 481  9 287  2.1  2.9  4.2 
Other  5 544  5 095  8.8  12.0  2.4 
Total  220 087  183 421  20.0  20.4  97.1 
Hyperinflation  6 620  4 580        2.9 
Total reported  226 707  188 001  20.6  20.4  100.0 
1 Excludes international roaming and wholesale.
2 Includes local and international roaming and excludes wholesale.
3 Includes mobile and fixed access data and excludes roaming and wholesale.
4 Includes Rich Media services, content VAS, e-commerce and mobile advertising.
5 Includes XtraTime and mobile financial services.
6 Includes domestic wholesale, voice, SMS and data, leased lines and BTS rentals.

GROUP DATA REVENUE BY COUNTRY

Table 4: Group data revenue1


 
Actual 
(Rm)
Prior 
(Rm)
Reported 
% change
 
Constant 
currency 
% change
 
South Africa  21 551  20 617  4.5  4.5 
Nigeria  32 965  19 460  69.4  74.2 
SEA  8 146  6 472  25.9  35.2 
Uganda  5 188  3 955  31.2  28.9 
Other SEA  2 958  2 517  17.5  47.8 
WECA  34 003  24 153  40.8  32.0 
Ghana  19 585  11 289  73.5  48.3 
Cameroon  6 137  4 568  34.3  31.8 
Côte d'Ivoire  4 113  3 320  23.9  21.6 
Other WECA  4 168  4 976  (16.2) (7.8)
MENA  1 096  540  103.0  378.6 
Sudan  1 096  317  245.7  378.6 
Afghanistan  –  223  (100.0) –  
Bayobab  (25.0) (25.0)
Head offices and eliminations  394  405       
Total  98 161  71 655  37.0  36.4 
Hyperinflation  3 301  2 033       
Total reported  101 462  73 688  37.7  36.4 
1 Includes mobile and fixed access data and excludes roaming and wholesale.

GROUP FINTECH REVENUE BY COUNTRY

Table 5: Group Fintech revenue2

   Actual 
(Rm)
Prior 
(Rm)
Reported % 
change 
Constant 
currency % 
change 
South Africa 1 633 1 782 (8.4) (8.4)
Nigeria 2 267 1 298 74.7  79.5 
SEA 8 638 7 198 20.0  22.0 
Uganda 5 517 4 616 19.5  17.4 
Other SEA 3 121 2 582 20.9  31.2 
WECA 16 076 12 136 32.5  22.3 
Ghana 9 090 5 832 55.9  33.3 
Cameroon 2 567 2 121 21.0  19.0 
Côte d'Ivoire 826 910 (9.2) (10.7)
Other WECA 3 593 3 273 9.8  10.9 
MENA 4 13 (69.2) 0.0 
Sudan 4 5 (20.0) 0.0 
Afghanistan 8 (100.0) 0.0 
Bayobab 5 10 (50.0) (50.0)
Head offices and eliminations 175 104    
Total 28 798 22 541 27.8  23.2 
Hyperinflation 1 455 733    
Total reported 30 253 23 274 30.0  23.2 
2 Includes XtraTime and mobile financial services.

GROUP DIGITAL REVENUE BY COUNTRY

Table 6: Group digital revenue3


 
Actual 
(Rm)
Prior 
(Rm)
Reported % 
change 
Constant 
currency % 
change 
South Africa  1 346 1 390  (3.2) (3.2)
Nigeria  1 184 885  33.8  36.7 
SEA  123 109  12.8  15.0 
Uganda  75 54  38.9  36.4 
Other SEA  48 55  (12.7) (7.7)
WECA  1 046 807  29.6  24.1 
Ghana  709 288  146.2  112.3 
Cameroon  112 203  (44.8) (45.4)
Côte d'Ivoire  157 253  (37.9) (38.4)
Other WECA  68 63  7.9  38.8 
MENA  32 13  146.2  966.7 
Sudan  32 433.3  966.7 
Afghanistan    (100.0) 0.0 
Bayobab    –  0.0  0.0 
Head offices and eliminations         
Total  3 731 3 207  16.3  16.1 
Hyperinflation  95 36       
Total reported  3 826 3 243  18.0  16.1 
3 Includes rich media services, content VAS, e-commerce and mobile advertising.

COST ANALYSIS

Table 7: Cost analysis

   Actual 
(Rm)
Prior 
(Rm)
Reported % 
change 
Constant 
currency % 
change 
% of revenue 
Handsets and other accessories  8 844   11 111  (20.4) (20.2) 3.9 
Interconnect  6 539   7 652  (14.5) (12.1) 2.9 
Roaming  1 565   1 700  (7.9) (6.8) 0.7 
Commissions  16 070   13 951  15.2  14.5  7.1 
Government and regulatory costs  7 869   7 102  10.8  13.0  3.5 
VAS/Digital revenue share  4 278   3 027  41.3  41.0  1.9 
Service provider discounts  4 164   3 221  29.3  31.2  1.8 
Network and IS maintenance  36 764   35 209  4.4  8.9  16.2 
Marketing  3 608   3 466  4.1  4.9  1.6 
Staff costs  16 380   13 792  18.8  20.9  7.2 
Other opex  16 200   13 705  18.2  17.9  7.1 
Total  122 281   113 936  7.3  9.3  53.9 
Impairment loss on remeasurement of disposal group    146        0.0 
Hyperinflation  5 967   14 553        2.6 
Total reported   128 248   128 635  (0.3) 9.3  56.6 

 

GROUP EBITDA BY COUNTRY

Table 8: Group EBITDA by country

    Actual 
(Rm)
Prior 
(Rm)
Reported %  
change  
Constant  
currency %  
change  
South Africa   17 672  19 653  (10.1)  (10.1) 
Nigeria   32 488  15 969  103.4   108.4  
SEA   13 406  10 928  22.7   28.3  
Uganda  9 616  8 068  19.2   17.1  
Other SEA  3 790  2 860  32.5   69.0  
WECA   34 233  24 019  42.5   28.6  
Ghana  21 527  12 915  66.7   43.5  
Cameroon  5 859  4 395  33.3   30.7  
Côte d'Ivoire  3 617  3 092  17.0   15.4  
Other WECA  3 230  3 617  (10.7)  (19.2) 
MENA  760  44  1627.3   2271.4  
Sudan  760  (114) 766.7   2271.4  
Afghanistan  –  158  (100.0)  0.0  
Bayobab   1 758  1 364  28.9   38.9  
Head offices and eliminations   (2 454) (1 911)      
CODM EBITDA   97 863  70 066  39.7   36.8  
Gain/(loss) on disposal of SA Towers  (23)      
Impairment loss on remeasurement of disposal group  –  (146)      
Afghanistan profit on sale  –  1 018       
Bissau gain on disposal  –  247       
Conakry loss on disposal  –  (1 918)      
Hyperinflation  667  (9 971)      
CODM EBITDA before impairment of goodwill and joint ventures   98 507  59 298  66.1   36.8  

DEPRECIATION AND AMORTISATION

Table 9: Group depreciation and amortisation

   Actual 
(Rm)
Depreciation      Actual 
(Rm)
Amortisation  
   Prior  
(Rm)#
Reported 
% change 
Constant 
currency 
% change 
   Prior
(Rm)
Reported 
% change 
Constant 
currency 
% change 
South Africa  9 050  9 946   (9.0) (9.0)    1 954  1 429  36.7  36.7 
Nigeria  6 817  5 425   25.7  29.0     1 072  1 105  (3.0) (0.4)
SEA  3 215  3 109   3.4  5.7     909  847  7.3  11.3 
Uganda  2 298  1 989   15.5  13.3     433  426  1.6  (0.2)
Other SEA  917  1 120   (18.1) (9.7)    476  421  13.1  24.3 
WECA  8 314  6 772   22.8  15.5     1 969  1 818  8.3  3.4 
Ghana  3 378  2 189   54.3  32.8     596  461  29.3  12.5 
Cameroon  1 424  1 389   2.5  0.6     331  323  2.5  0.6 
Côte d'Ivoire  1 778  1 673   6.3  4.3     582  563  3.4  2.3 
Other WECA  1 734  1 521   14.0  13.0     460  471  (2.3) (3.6)
MENA  80  40   100.0  220.0     83  29  186.2  361.1 
Sudan  80  40   100.0  220.0     83  29  186.2  361.1 
Afghanistan  –  –   0.0  0.0     –  –  0.0  0.0 
Bayobab  721  638   13.0  15.0     152  126  20.6  23.6 
Head offices and eliminations  (25) 19            642  526       
Total  28 172  25 949   8.6  7.8     6 781  5 880  15.3  15.0 
Hyperinflation   3 272  3 259            799  488       
Total reported  31 444  29 208   7.7  7.8     7 580  6 368  19.0  15.0 
# Ghana’s depreciation has been restated to be in line with restated right-of-use asset which was incorrectly accounted for as per IFRS 16 in the prior year.

The Group depreciation charge increase of 7.8% and amortisation costs increase of 15.0%* largely due to increased capex as well as impacts of lease renewals and lease extensions, amortisation costs increase was further impacted by acquisition of Spectrum licences in the current year.

NET FINANCE COST

Table 10: Net finance cost

   Actual
(Rm)
Prior 
(Rm)#
Reported
% change
Constant
currency
% change
Net interest paid/(received) 16 639  15 591  6.7   7.0  
Net forex losses/(gains) (580) 18 053  (103.2) (103.9)
Total  16 059  33 644  (52.3) (46.9)
Hyperinflation  486  1 520       
Total reported  16 545  35 164  (52.9) (46.9)
# Ghana's net finance costs have been restated to correctly reflect the finance lease costs which were incorrectly accounted for in the prior year.

Net finance costs decreased by 46.9%* to R16.5 billion. The decrease was mainly due to net forex gains of R0.6 billion recognised in the current year compared to a net forex losses of R18.1 billion in the prior year. Current year forex gains are mainly attributable to appreciation of Naira and Cedi against the US$ in the current year.

TAXATION

Table 11: Taxation

Actual
(Rm)
Prior
(Rm)#
Reported
% change
Constant
currency
% change
Normal tax  14 032  7 268  93.1 73.7 
Deferred tax  4 226  (1 628) 359.6 (269.0)
Foreign income and withholding taxes  1 626  1 201  35.4 35.6  
Total  19 884  6 841  190.7 151.3 
Hyperinflation  141  –     – 
Total reported  20 025  6 841  192.7 151.3 
# Ghana's deferred tax has been restated to reflect the tax impact on the restated depreciation and net finance costs.

The reported Group effective tax rate (GETR) was 42.2%, compared to the prior year's rate of -167.92%. The Group reported a positive PBT, coupled with higher non-deductible expenses, unrecognised deferred tax assets, foreign income and withholding taxes and various impairments for the period ended December 2025.

CAPITAL EXPENDITURE

Table 12: Capital expenditure


 
Actual 
(IFRS 16)
(Rm)
Actual 
(ex-leases)
(Rm)
Prior 
(ex-leases)
(Rm)
Reported 
% change 
Constant 
currency 
% change 
South Africa  8 380  6 829  9 791  (30.3) (30.3)
Nigeria  18 943  11 857  5 225  126.9  126.0 
SEA  5 827  4 163  3 540  17.6  22.2 
Uganda  4 096  2 700  2 044  32.1  30.5 
Other SEA  1 731  1 463  1 496  (2.2) 9.4 
WECA  14 428  12 512  8 975  39.4  28.3 
Ghana  8 019  6 553  3 879  68.9  42.3 
Cameroon  2 680  2 345  1 393  68.3  65.4 
Côte d'Ivoire  2 047  2 034  1 419  43.3  39.2 
Other WECA  1 682  1 580  2 284  (30.8) (30.4)
MENA  387  387  180  115.0  174.7 
Sudan  387  387  167  131.7  174.7 
Afghanistan  –  –  13  (100.0) 0.0 
Bayobab  636  636  872  (27.1) (26.1)
Head offices and eliminations  772  770  443       
Total  49 373  37 154  29 026  28.0   25.3 
Hyperinflation  1 632  1 317  845       
Total reported  51 005  38 471  29 871  28.8   25.3 

FINANCIAL POSITION

Table 13: Net debt analysis

   Cash and 
cash 
equivalents 
Interest- 
bearing 
liabilities 
Intercompany 
eliminations 
Net 
interest- 
bearing 
liabilities 
Net debt/ 
(cash)
Dec-25 
Net debt/
(cash)
Dec-24 
South Africa   867  26 861  (26 861) –  (867) (17)
Nigeria   9 510  6 090  –  6 090  (3 420) 6 897 
SEA   3 118  4 415  (1 105) 3 310  192  684 
Uganda  1 778  1 125  –  1 125  (653) (666)
Other SEA  1 340  3 290  (1 105) 2 185  845  1 350 
WECA   13 035  10 309  (1 465) 8 844  (4 191) (363)
Ghana  6 752  –  –  –  (6 752) (4 120)
Cameroon  3 586  1 297  –  1 297  (2 289) (297)
Côte d'Ivoire  750  3 632  –  3 632  2 882  3 186 
Other WECA  1 947  5 380  (1 465) 3 915  1 968  868 
MENA   346  5 116  (5 116) –  (346) (415)
Sudan  346  5 116  (5 116) –  (346) (415)
Afghanistan  –  –  –  –  –  – 
Bayobab   967  111  18  129  (838) (765)
Head offices and eliminations   20 428  53 365  –  53 365  32 937  35 500 
Total   48 271  106 267  (34 529) 71 738  23 467  41 521 
Iran   1 046  2 930  –  2 930  1 884  395 

INDEPENDENT AUDITOR’S ASSURANCE REPORT ON THE COMPILATION OF THE PRO FORMA FINANCIAL INFORMATION INCLUDED IN THE FINANCIAL RESULTS

TO THE DIRECTORS OF MTN GROUP LIMITED

We have completed our assurance engagement to report on the compilation of pro forma financial information of MTN Group Limited and its subsidiaries (collectively the “Group ”), by the directors.

The pro forma financial information, as set out in the Annual Financial Results for the year ended 31 December 2025, consists of the line items specified in paragraphs 1 and 2 on the contents page and related notes (collectively the “Pro Forma Financial Information”). The applicable criteria on the basis of which the directors have compiled the Pro forma Financial Information are specified in the JSE Limited (“JSE”) Listings Requirements and described in paragraphs 1 to 3 on the contents page of the Financial Results for the year ended 31 December 2025.

The Pro forma Financial Information has been compiled by the directors to provide users with a further operational understanding of the business. As part of this process, information about the Group’s financial position and financial performance has been extracted by the directors from the Group’s financial statements for the year ended 31 December 2025, on which an auditor’s report was issued on 13 March 2026.

DIRECTORS’ RESPONSIBILITY FOR THE PRO FORMA FINANCIAL INFORMATION

The directors are responsible for compiling the Pro forma Financial Information on the basis of the applicable criteria specified in the JSE Listings Requirements, described in paragraphs 1 to 3 on the contents page of the Financial Results for the year ended 31 December 2025.

OUR INDEPENDENCE AND QUALITY MANAGEMENT

We have complied with the independence and other ethical requirements of the Code of Professional Conduct for Registered Auditors issued by the Independent Regulatory Board for Auditors (IRBA Code), which is founded on fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour. The IRBA Code is consistent with the corresponding sections of the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International Independence Standards).

The firm applies International Standard on Quality Management 1 (ISQM 1), Quality Management for Firms that Perform Audits or Reviews of Financial Statements, or Other Assurance or Related Services Engagements, which requires the firm to design, implement and operate a system of quality management, including documented policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.

AUDITOR’S RESPONSIBILITY

Our responsibility is to express an opinion about whether the Pro forma Financial Information has been compiled, in all material respects, by the directors on the basis specified in the JSE Listings Requirements and described in paragraphs 1 to 3 on the contents page of the Financial Results for the year ended 31 December 2025, based on our procedures performed.

We conducted our engagement in accordance with the International Standard on Assurance Engagements (ISAE) 3420, Assurance Engagements to Report on the Compilation of Pro forma Financial Information Included in a Prospectus, which is applicable to an engagement of this nature, issued by the International Auditing and Assurance Standards Board. This standard requires that we comply with ethical requirements and plan and perform our procedures to obtain reasonable assurance about whether the Pro forma Financial Information has been compiled, in all material respects, on the basis specified in the JSE Listings Requirements.

For purposes of this engagement, we are not responsible for updating or reissuing any reports or opinions on any historical financial information used in compiling the Pro forma Financial Information, nor have we, in the course of this engagement, performed an audit or review of the financial information used in compiling the Pro forma Financial Information. The purpose of the Pro Forma Financial Information included in the Financial Results for the year ended 31 December 2025, is solely to illustrate the impact of a significant adjustment or event on unadjusted financial information of the entity as if the adjustment or event had occurred or had been undertaken at an earlier date selected for the purposes of the illustration, as described in paragraphs 1 to 3 on the contents page of the Financial Results for the year ended 31 December 2025. Accordingly, we do not provide any assurance that the actual outcome of the adjustment would have been as presented.

A reasonable assurance engagement to report on whether the Pro forma Financial Information has been compiled, in all material respects, on the basis of the applicable criteria involves performing procedures to assess whether the applicable criteria used by the directors in the compilation of the Pro forma Financial Information provides a reasonable basis for presenting the significant effects directly attributable to the adjustment, and to obtain sufficient appropriate evidence about whether:

  • The related pro forma adjustments give appropriate effect to those criteria; and
  • The Pro forma Financial Information reflects the proper application of those adjustments to the unadjusted financial information.

Our procedures selected depend on our judgment, having regard to our understanding of the nature of the Group, the adjustment in respect of which the Pro forma Financial Information has been compiled, and other relevant engagement circumstances.

Our engagement also involves evaluating the overall presentation of the Pro forma Financial Information. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

In our opinion, the Pro forma Financial Information, has been compiled, in all material respects, on the basis specified in the JSE Listings Requirements and described in paragraphs 1 to 3 on the contents page of the Financial Results for the year ended 31 December 2025.

Ernst & Young Inc.

Director: EAL Botha CA(SA)

Registered Auditor South Africa

15 March 2026