Prosus and Naspers Announce Intention for Prosus to Make a Voluntary Share Exchange Offer to Naspers Shareholders PLEASE SEE THE IMPORTANT DISCLAIMERS AT THE END OF THIS ANNOUNCEMENT. 1. INTRODUCTION Prosus Board") (Euronext Amsterdam: PRX; JSE: PRX) and the board of directors of Naspers Limited (" Naspers") (JSE: NPN; LSE: NPSN) are pleased to announce that Prosus intends to implement a voluntary exchange offer in terms of which, among other things, the holders of the N ordinary shares in the share capital of Naspers (" Naspers N Ordinary Shares") will be entitled, subject to the terms and conditions of the exchange offer, to exchange some of their Naspers N Ordinary Shares for newly issued ordinary shares N in the share capital of Prosus ("