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Prosus N.V.: Termination of Agreement to Acquire BillDesk

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Prosus N.V. announced the termination of its agreement to acquire Indian digital payments provider BillDesk for US$4.7 billion due to unmet conditions precedent by the long stop date of 30 September 2022. The acquisition was previously approved by the Competition Commission of India on 5 September 2022. Despite this setback, Prosus remains committed to the Indian market, having invested approximately US$6 billion in Indian tech companies since 2005, and continues to focus on growing its existing operations in the region.

Positive
  • Prosus has invested nearly US$6 billion in Indian technology companies since 2005, demonstrating a strong commitment to the market.
  • Continued focus on growing existing businesses in India despite the acquisition setback.
Negative
  • The termination of the BillDesk acquisition potentially limits Prosus's growth in the digital payments sector in India.
  • Unfulfilled conditions precedent resulted in the automatic termination of a significant acquisition.

AMSTERDAM--(BUSINESS WIRE)-- Prosus N.V. (Prosus) (AEX and JSE: PRX): On 31 August 2021, Prosus announced that an agreement had been reached between PayU Payments Private Limited (PayU), a subsidiary of Prosus, and the shareholders of the Indian digital payments provider BillDesk to acquire BillDesk for US$4.7 billion.

Closing of the transaction was subject to the fulfilment of various conditions precedent, including approval by the Competition Commission of India (CCI). PayU secured CCI approval on 5 September 2022. However, certain conditions precedent were not fulfilled by the 30 September 2022 long stop date, and the agreement has terminated automatically in accordance with its terms and, accordingly, the proposed transaction will not be implemented.

Prosus has been a long-term investor and operator in India - investing close to US$6 billion in Indian technology companies since 2005. Prosus remains committed to the Indian market and growing its existing businesses within the region.

Amsterdam, the Netherlands
3 October 2022

JSE sponsor to Prosus: Investec Bank Limited

About Prosus

Prosus is a global consumer internet group and one of the largest technology investors in the world. Operating and investing globally in markets with long-term growth potential, Prosus builds leading consumer internet companies that empower people and enrich communities.

The group is focused on building meaningful businesses in the online classifieds, food delivery, payments and fintech, and education technology sectors in markets including India and Brazil. Through its ventures team, Prosus invests in areas including health, logistics, blockchain, and social commerce. Prosus actively seeks new opportunities to partner with exceptional entrepreneurs using technology to improve people’s everyday lives.

Every day, billions of customers use the products and services of companies that Prosus has invested in, acquired or built, including 99minutos, Airmeet, Aruna, AutoTrader, Autovit.ro, Azos, BandLab, Bibit, Biome Makers, Borneo, Brainly, BUX, BYJU'S, Bykea, Captain Fresh, Codecademy, Collective Benefits, Creditas, DappRadar, DeHaat, dott, EduMe, ElasticRun, eMAG, Endowus, Eruditus, EVERY, Facily, Flink, Foodics, Good Glamm Group, GoodHabitz, GoStudent, Honor, iFood, Imovirtual, Klar, Kovi, LazyPay, letgo, Luno, Mensa Brands, Meesho, merXu, Movile, Oda, OLX, Otodom, OTOMOTO, PaySense, PayU, Pharmeasy, Platzi, Property24, Quick Ride, Red Dot Payment, Republic, Shipper, ShopUp, SoloLearn, Stack Overflow, Standvirtual, Superside, Swiggy, Thndr, Tonik, Ula, Urban Company, Wayflyer, and Wolt.

Hundreds of millions of people have made the platforms of Prosus’s associates a part of their daily lives. For listed companies where we have an interest, please see: Tencent, Delivery Hero, Remitly, Trip.com, Udemy, Skillsoft, Sinch, and SimilarWeb.

Today, Prosus companies and associates help improve the lives of more than two billion people around the world.

Prosus has a primary listing on Euronext Amsterdam (AEX:PRX) and secondary listings on the Johannesburg Stock Exchange (XJSE:PRX) and a2X Markets (PRX.AJ). Prosus is majority-owned by Naspers Limited. For more information on Naspers, please visit www.naspers.com.

For more information, please visit www.prosus.com.

Disclaimer

This announcement does not constitute, or form part of, an offer or any solicitation of an offer for securities in any jurisdiction.

The information contained in this announcement may contain forward-looking statements, estimates and projections. Forward-looking statements involve all matters that are not historical and may be identified by the words “anticipate”, ”believe”, ”estimate”, ”expect”, ”intend”, ”may”, ”should”, ”will”, ”would” and similar expressions or their negatives, but the absence of these words does not necessarily mean that a statement is not forward-looking. These statements reflect Prosus' intentions, beliefs or current expectations, involve elements of subjective judgement and analysis and are based upon the best judgement of Prosus as of the date of this announcement, but could prove to be wrong. These statements are subject to change without notice and are based on a number of assumptions and entail known and unknown risks and uncertainties. Therefore, you should not rely on these forward-looking statements as a prediction of actual results.

Any forward-looking statements are made only as of the date of this announcement and neither Prosus nor any other person gives any undertaking, or is under any obligation, to update these forward-looking statements for events or circumstances that occur subsequent to the date of this announcement or to update or keep current any of the information contained herein, any changes in assumptions or changes in factors affecting these statements and this announcement is not a representation by Prosus or any other person that they will do so, except to the extent required by law.

Enquiries

Investor Enquiries

Eoin Ryan, Head of Investor Relations

+1 347 210 4305

Media Enquiries

Nicola McGowan, Chief Communications Officer

+ 44 7563 257 245

Source: Prosus N.V.

FAQ

What happened to Prosus's acquisition of BillDesk?

Prosus's agreement to acquire BillDesk for US$4.7 billion was terminated due to unmet conditions precedent by the long stop date of 30 September 2022.

When did Prosus receive approval for the acquisition from the CCI?

Prosus received approval from the Competition Commission of India on 5 September 2022.

How much has Prosus invested in Indian technology companies?

Prosus has invested nearly US$6 billion in Indian technology companies since 2005.

What is Prosus's strategy in the Indian market?

Prosus remains committed to the Indian market and focuses on growing its existing businesses in the region.

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