EX-99.1 2 kspi-ex99_1.htm EX-99.1 EX-99.1

 

 

 

 

 

 

 

Exhibit 99.1

 

 

 

 

 

 

 

 

 

 

JOINT STOCK COMPANY

KASPI.KZ

 

Interim Condensed Consolidated

Financial Information
For the three months ended

31 March 2025 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Joint Stock Company Kaspi.kz

 

 

Table of Contents

 

 

Page

 

interim condensed consolidated financial information

FOR THE Three MONTHS ENDED 31 MARCH 2025 (unaudited):

 

Interim condensed consolidated statements of profit or loss (unaudited)

3

 

 

Interim condensed consolidated statements of other comprehensive income (unaudited)

4

 

 

Interim condensed consolidated statements of financial position (unaudited)

5

 

 

Interim condensed consolidated statements of changes in equity (unaudited)

6

 

 

Interim condensed consolidated statements of cash flows (unaudited)

7-8

 

 

Selected explanatory notes to the interim condensed consolidated financial information (unaudited)

9-32

 

 


Joint Stock Company Kaspi.kz

 

Interim Condensed Consolidated Statements of Profit or Loss

For the three months ended 31 March 2024 and 2025 (Unaudited)

(in millions of KZT, except for earnings per share which are in KZT)

 

 

 

Notes

Three Months Ended

31 March

2024

Three Months Ended

31 March

2025

 

 

 

 

 

 

REVENUE

4,5,17

552,814

821,851

 

Net fee revenue

 

275,152

353,741

 

Interest revenue

 

240,301

327,964

 

Retail revenue

 

35,570

134,343

 

Other gains/(losses)

 

1,791

5,803

 

 

 

 

 

 

COSTS AND OPERATING EXPENSES

6,17

(283,717)

(514,399)

 

Interest expenses

 

(145,499)

(183,067)

 

Transaction expenses

 

(6,331)

(7,786)

 

Cost of goods and services

 

(63,078)

(200,977)

 

Technology & product development

 

(26,430)

(42,897)

 

Sales & marketing

 

(9,934)

(22,228)

 

General & administrative expenses

 

(7,392)

(16,953)

 

Provision expenses

7

(25,053)

(40,491)

 

 

 

 

 

 

NET INCOME BEFORE TAX

 

269,097

307,452

 

 

 

 

 

 

Income tax

 

(45,657)

(53,403)

 

 

 

 

 

 

NET INCOME

 

223,440

254,049

 

 

 

 

 

 

Attributable to:

 

 

 

 

Shareholders of the Company

 

219,599

252,056

 

Non-controlling interest

 

3,841

1,993

 

NET INCOME

 

223,440

254,049

 

 

 

 

 

 

Earnings per share

 

 

 

 

Basic (KZT)

8

1,160

1,327

 

Diluted (KZT)

8

1,151

1,321

 

 

 

 

3


Joint Stock Company Kaspi.kz

 

Interim Condensed Consolidated Statements of Other Comprehensive Income

For the three months 31 March 2024 and 2025 (Unaudited)

(in millions of KZT, except for earnings per share which are in KZT)

 

 

 

Three Months Ended

31 March

2024

Three Months Ended

31 March

2025

NET INCOME

223,440

254,049

 

 

 

OTHER COMPREHENSIVE INCOME

 

 

Items that will not be reclassified subsequently to profit or loss:

 

 

Movement in investment revaluation reserve for equity instruments at FVTOCI

23

42

Items that may be reclassified subsequently to profit or loss:

 

 

Movement in investment revaluation reserve for debt instruments at FVTOCI:

 

 

(Losses)/gains arising during the period, net of tax KZT Nil

32,365

(62,718)

Expected recoveries recognised in profit or loss

(294)

(239)

Reclassification of gains/(losses) included in profit or loss, net of tax KZT Nil

(424)

247

Foreign exchange differences on translation of foreign operations

2

(6)

 

 

 

Other comprehensive (loss)/income for the period

31,672

(62,674)

 

 

 

TOTAL COMPREHENSIVE INCOME

255,112

191,375

Attributable to:

 

 

Shareholders of the Company

250,938

190,044

Non-controlling interest

4,174

1,331

TOTAL COMPREHENSIVE INCOME

255,112

191,375

 

 

4


Joint Stock Company Kaspi.kz

 

Interim Condensed Consolidated Statements of Financial Position

As at 31 December 2024 and 31 March 2025 (Unaudited)

(in millions of KZT)

 

 

 

Notes

31 December 2024

31 March 2025

ASSETS:

 

 

 

Cash and cash equivalents

9

619,470

686,622

Mandatory cash balances with National Bank of

the Republic of Kazakhstan

 

57,307

53,475

Due from banks

16

37,908

36,862

Investment securities and derivatives

10,16

1,506,831

1,242,806

Loans to customers

11,16,17

5,746,600

6,056,135

Property, equipment and intangible assets

19

269,289

359,914

Goodwill

19

17,438

566,455

Inventory

19

16,164

110,752

Other assets

17, 19

106,094

181,718

 

 

 

 

TOTAL ASSETS

 

8,377,101

9,294,739

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

LIABILITIES:

 

 

 

Due to banks

12,16

24,474

208,791

Customer accounts

13,16,17

6,561,950

6,203,639

Debt securities issued

16

51,050

340,475

Subordinated debt

16

62,416

60,692

Trade liabilities

19

22,454

284,591

Other liabilities

17, 19

81,896

412,894

 

 

 

 

TOTAL LIABILITIES

 

6,804,240

7,511,082

 

 

 

 

EQUITY:

 

 

 

Issued capital

14

130,144

130,144

Treasury shares

14

(151,521)

(148,092)

Additional paid-in-capital

 

506

506

Revaluation (deficit)/reserve of financial assets and

other reserves

 

41,026

(20,986)

Share-based compensation reserve

15

31,774

14,654

Retained earnings

 

1,465,295

1,733,203

Total equity attributable to Shareholders of the Company

 

1,517,224

1,709,429

Non-controlling interest

 

55,637

74,228

TOTAL EQUITY

 

1,572,861

1,783,657

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

8,377,101

9,294,739

 

 

 

 

5


Joint Stock Company Kaspi.kz

 

Interim Condensed Consolidated Statements of Changes in Equity

For the three months ended 31 March 2024 and 2025 (Unaudited)

(in millions of KZT)

 

 

 

 

Issued capital

Treasury shares

Additional paid-in-

capital

Revaluation (deficit)/ reserve of financial assets and other reserves

Share-based compensation reserve

Retained earnings

Total equity attributable to
Shareholders of the Company

Non-controlling interest

Total equity

Balance at 31 December 2023

130,144

(152,001)

506

9,719

34,810

1,054,945

1,078,123

25,090

1,103,213

Net income

-

-

-

-

-

219,599

219,599

3,841

223,440

Other comprehensive income

-

-

-

31,339

-

-

31,339

333

31,672

Total comprehensive income

-

-

-

31,339

-

219,599

250,938

4,174

255,112

Dividends declared by subsidiary to non-controlling interest

-

-

-

-

-

-

-

(774)

(774)

Share options accrued

-

-

-

-

3,889

-

3,889

-

3,889

Share options exercised

-

3,302

-

-

(19,923)

16,621

-

-

-

Share buyback program

-

(2,852)

-

-

-

-

(2,852)

-

(2,852)

Balance at 31 March 2024

130,144

(151,551)

506

41,058

18,776

1,291,165

1,330,098

28,490

1,358,588

Balance at 31 December 2024

130,144

(151,521)

506

41,026

31,774

1,465,295

1,517,224

55,637

1,572,861

Net income

-

-

-

-

-

252,056

252,056

1,993

254,049

Other comprehensive loss

-

-

-

(62,012)

-

-

(62,012)

(662)

(62,674)

Total comprehensive income

-

-

-

(62,012)

-

252,056

190,044

1,331

191,375

Acquisition of subsidiary with NCI

-

-

-

-

-

-

-

17,260

17,260

Share options accrued

-

-

-

-

2,161

-

2,161

-

2,161

Share options exercised

-

3,429

-

-

(19,281)

15,852

-

-

-

Balance at 31 March 2025

130,144

(148,092)

506

(20,986)

14,654

1,733,203

1,709,429

74,228

1,783,657

 

6


Joint Stock Company Kaspi.kz

 

Interim Condensed Consolidated Statements of Cash Flows

For the three months ended 31 March 2024 and 2025 (Unaudited)

(in millions of KZT)

 

 

Three months

ended

31 March

2024

 

Three months

ended

31 March

2025

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

Interest received from loans to customers

169,938

 

296,811

Other interest received

54,185

 

68,491

Interest paid

(144,782)

 

(182,578)

Expenses paid on obligatory insurance of individual deposits

(3,370)

 

(3,758)

Net fee revenue received

275,629

 

368,651

Retail revenue received

35,570

 

134,343

Sales & marketing expenses paid

(8,549)

 

(22,076)

Other income received

1,672

 

5,935

Transaction expenses paid

(6,331)

 

(7,786)

Cost of goods and services purchased

(62,749)

 

(200,705)

Technology & product development expenses paid

(17,672)

 

(28,471)

General & administrative expenses paid

(10,476)

 

(13,867)

 

 

 

 

Cash flows from operating activities before changes in operating assets and liabilities

283,065

 

414,990

 

 

 

 

Changes in operating assets and liabilities

 

 

 

Decrease/(increase) in operating assets:

 

 

 

Mandatory cash balances with NBRK

(3,064)

 

3,832

Due from banks

1,369

 

2,365

Financial assets at FVTPL

(1,254)

 

(13,167)

Loans to customers

(299,081)

 

(372,046)

Other assets

(11,418)

 

(69,475)

Increase/(decrease) in operating liabilities:

 

 

 

Due to banks

103,733

 

184,044

Customer accounts

(179,647)

 

(555,272)

Financial liabilities at FVTPL

350

 

347

Other liabilities

(30,677)

 

331,221

Cash outflow from operating activities before income tax

(136,624)

 

(73,161)

Income tax paid

(42,234)

 

(51,507)

Net cash outflow from operating activities

(178,858)

 

(124,668)

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

Purchase of property, equipment and intangible assets

(9,158)

 

(26,829)

Proceeds on sale of property and equipment

45

 

81

Proceeds on disposal of investment securities at FVTOCI

395,838

 

186,902

Purchase of investment securities at FVTOCI

(299,312)

 

(9,850)

Acquisitions of subsidiaries, net of cash and cash equivalent acquired

-

 

(265,716)

 

 

 

 

Net cash (outflow)/inflow from investing activities

87,413

 

(115,412)

 

7


Joint Stock Company Kaspi.kz

 

Interim Condensed Consolidated Statements of Cash Flows (continued)

For the three months ended 31 March 2024 and 2025 (Unaudited)

(in millions of KZT)

 

 

Three months

ended

31 March

 2024

 

Three months

ended

31 March

 2025

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

Proceeds from issue of debt securities

-

 

326,047

Dividends paid by subsidiary to non-controlling interest

(774)

 

-

Purchase of treasury shares

(2,852)

 

-

Repayment of debt securities issued

(51,195)

 

-

Net cash inflow/(outflow) from financing activities

(54,821)

 

326,047

 

 

 

 

Effect of changes in foreign exchange rate on cash and cash equivalents

(6,142)

 

(18,815)

 

 

 

 

NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS

(152,408)

 

67,152

 

 

 

 

CASH AND CASH EQUIVALENTS, beginning of period

820,466

 

619,470

 

 

 

 

CASH AND CASH EQUIVALENTS, end of period

668,058

 

686,622

 

 

8


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

1.
Corporate information

 

Overview

 

Kaspi.kz operates a two-sided Super App business model: the Kaspi.kz Super App for consumers and the Kaspi Pay Super App for merchants and entrepreneurs. Our offerings include payments, marketplace and fintech solutions for both consumers and merchants. Our business model, reinforced by our highly recognizable brand and continuing product innovation, generates powerful network effects, which has resulted in growth across all our platforms and strong financial performance.

 

Kaspi.kz Segments

 

Our segment reporting is based on our three business platforms:

 

Payments: Our Payments Platform facilitates transactions between and among merchants and consumers. For consumers, our Payments Platform is a highly convenient way to pay for shopping transactions, regular household bills and make peer-to-peer payments.
For merchants, our Payments Platform enables them to accept payments online and in-store, issue and instantly settle invoices, pay suppliers and monitor merchants’ turnover. Our Payments Platform is our main customer acquisition tool and we consider it to be fundamental for high levels of customer engagement. Having achieved scale with consumers and merchants, our Payments Platform brings more value to consumers and merchants.

 

Marketplace: Our Marketplace Platform connects both online and offline merchants with consumers, enabling merchants to increase their sales through and allowing consumers to purchase a broad selection of products and services from a wide range of merchants. Marketplace has three main propositions — m-Commerce, e-Commerce, and Kaspi Travel. m-Commerce brings a digital shopping experience to a merchant’s physical location, while consumers can use e-Commerce to shop anywhere, anytime and typically with free delivery. Kaspi Travel allows consumers to book domestic and international flights, domestic rail tickets and international package holidays. All Marketplace services, except for Türkiye,
are integrated with our Fintech and Payments Platforms. Other than in e-Grocery (which enables consumers to order groceries through the Kaspi.kz Super App with home delivery), part of e-Cars (which facilitates buying and selling used cars), and Türkiye Marketplace (which represents hybrid commerce model rooted in a unified 1P and 3P based catalogue), our Marketplace Platform is a “3P” model, enabling third-party merchants to sell their products directly to consumers.

 

Fintech: Our Fintech Platform provides consumers and merchants with BNPL, finance and deposit products. All our Fintech services can be accessed through our Super Apps, fully digitally, with users identified using Kaspi ID biometrics technology. We lend only in local currency and we fund our financing products mainly using deposit products, which are primarily local currency savings accounts. As we add more opportunities to transact with the Kaspi.kz Super App, we anticipate that consumers will keep more of their deposits
with us.

9


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

Information about the group of companies

 

Joint Stock Company Kaspi.kz (“the Company” or “the Group”) was incorporated in the Republic of Kazakhstan in 2008. The Company is regulated by the National Bank of the Republic of Kazakhstan (“NBRK”) and the Agency of the Republic of Kazakhstan for Regulation and Development of Financial Market. The registered address of the Company is 154A, Nauryzbai Batyr street, Almaty, 050013, the Republic of Kazakhstan.

 

The Group structure did not change since 31 December 2024, except for acquisition of a 65.41% share in “D-MARKET Electronic Services & Trading” (“Hepsiburada”) JSC on 29 January 2025 (“the Closing Date”) with the consideration of approximately USD 1,127 million, of which
USD 600 million was paid in cash to the Sellers on the Closing Date, and USD 526.9 million of Deferred Cash Consideration, will be paid to the Sellers in cash no later than six months after
the Closing Date. As collateral with respect to the Deferred Cash Consideration, the Group has pledged 65,199,658 Class B shares of Hepsiburada in favor of the Sellers. At the time
the financial statements were authorized for issue, the Group had not yet completed the accounting for the acquisition of Hepsiburada.

 

On 27 March 2025 Kaspi.kz has signed a share purchase agreement with Rabobank Group, relating to the purchase of Rabobank’s Turkish subsidiary Rabobank A.Ş. The transaction is not material. Rabobank A.Ş. is a fully licensed bank in Türkiye which has neither borrowing or depositing clients nor a branch network. At the time the financial statements were authorized for issue, the agreement is subject to customary closing conditions and receipt of regulatory approval by certain Turkish government agencies.

 

The shareholders are as follows:

 

 

31 December

2024

%

 

31 March

2025

%

Baring Funds*

24.69

 

24.43

Mikheil Lomtadze

22.60

 

22.51

Vyacheslav Kim

21.40

 

21.32

Public Investors

27.67

 

27.82

Management

3.64

 

3.92

 

 

 

 

Total

100.00

 

100.00

 

*As at 31 December 2024 and 31 March 2025, Asia Equity Partners Limited held 8.73% and 8.55% of total shares, respectively, Fintech Partners Limited held 9.50% and 9.46% of total shares respectively, and Baring Fintech Nexus Limited held 6.45% and 6.42% of total shares, respectively, on behalf of Baring Funds.

 

This interim condensed consolidated financial information was approved on 16 May 2025.

 

 

2.
Basis of presentation

 

This interim condensed consolidated financial information has been prepared in accordance with International Accounting Standard (“IAS”) 34, Interim Financial Reporting. This interim condensed consolidated financial information has been prepared on the assumption that the Group is a going concern, as the Group has the resources to continue in operation for at least the next twelve months. In making this assessment, management has considered a wide range of information in relation to present and future economic conditions, including projections of cash flows, profit and capital resources.

 

10


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

This interim condensed consolidated financial information does not include all the information and disclosures required in the annual consolidated financial statements. The Group omitted disclosures, which would substantially duplicate the information contained in its audited annual consolidated financial statements for 2024 prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (IASB), such as accounting policies and details of accounts, which have not changed significantly in amount or composition.

 

The exchange rates at the period-end used by the Group in the preparation of the interim condensed consolidated financial information are as follows:

 

 

31 December

2024

 

31 March

2025

 

 

 

 

KZT/USD

525.11

 

504.44

KZT/EUR

546.74

 

545.65

KZT/TRY

-

 

13.29

 

Reclassification

 

Certain prior period amounts have been reclassified in order to conform to the current period presentation. These reclassifications had no impact on previously reported statements of profit or loss, other comprehensive income, financial position, changes in equity and cash flows.

 

 

3.
Material accounting policies

 

This interim condensed consolidated financial information has been prepared under the historical cost convention, except for the revaluation of certain properties and financial instruments.

 

The same accounting policies, presentation and methods of computation have been followed in this interim condensed consolidated financial information as were applied in the preparation of the Group’s consolidated financial statements for the year ended 31 December 2024.

 

Adoption of new and revised Standards

 

New and revised IFRS Standards that are effective for the current year

 

The following amendments and interpretations are effective for the Group beginning
1 January 2025:

 

Amendments to IAS 21- Lack of Exchangeability

1 January 2025

Amendments to the SASB standards to enhance their international applicability

1 January 2025

 

The above standards and interpretations were reviewed by the Group's management and determined to not have a significant effect on the consolidated financial information of the Group.

11


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

New and revised IFRS Standards in issue but not yet effective

 

At the date of authorisation of this financial information, the Group has not applied the following new and revised IFRS Accounting Standards as issued by the IASB Standards that have been issued but are not yet effective:

 

New or revised standard or interpretation

Applicable to annual reporting periods

beginning on or after

Amendments IFRS 9 and IFRS 7 regarding the classification and measurement of financial instruments

1 January 2026

Annual Improvements to IFRS Accounting Standards — Volume 11

1 January 2026

IFRS 18 Presentation and Disclosures in Financial Statements

1 January 2027

IFRS 19 Subsidiaries without Public Accountability: Disclosures

1 January 2027

 

The management does not expect that the adoption of the Standards listed above to have a material impact on the condensed consolidated financial information of the Group in future periods.

 

 

4.
Revenue

 

Revenue includes fee revenue, interest revenue, retail revenue, rewards and other gains/(losses). Rewards earned by retail customers of the Group are deducted from revenue.

 

 

 

 

Three months

ended

31 March

2024

Three months

ended

31 March

2025

 

 

 

 

 

REVENUE

 

 

552,814

821,851

Fee revenue

 

 

288,120

365,961

Interest revenue

 

 

240,301

327,964

Retail revenue

 

 

35,570

134,343

Rewards

 

 

(12,968)

(12,220)

Other gains/(losses)

 

 

1,791

5,803

 

Revenue by segments is presented below:

 

 

 

Three months

ended

31 March

2024

Three months

ended

31 March

2025

Payments

 

 

126,597

147,471

Payments fee revenue

 

 

97,810

115,463

Interest revenue

 

 

28,787

32,008

 

 

 

 

 

Marketplace

 

 

150,450

349,345

Marketplace fee revenue

 

 

114,598

194,806

Retail revenue

 

 

35,570

134,343

Interest revenue

 

 

-

11,669

Other gains/(losses)

 

 

282

8,527

 

 

 

 

 

Fintech

 

 

290,601

342,811

Interest revenue

 

 

211,514

287,569

Fintech fee revenue

 

 

77,578

57,966

Other gains/(losses)

 

 

1,509

(2,724)

Intergroup

 

 

(1,866)

(5,556)

Segment Revenue

 

 

565,782

834,071

Rewards

 

 

(12,968)

(12,220)

REVENUE

 

 

552,814

821,851

 

12


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

For the three months ended 31 March 2024 and 2025, intergroup represents Marketplace fee revenue that was offset by Marketing expense, for activities to attract customers of Fintech car loans. In addition, intergroup includes interest revenue generated by Marketplace and Payments platforms due to placement of free cash flow to term deposits in the Bank that is offset by interest expenses of Fintech.

 

For the three months ended 31 March 2025, marketplace revenue attributable to Hepsiburada, include marketplace fee revenue of KZT 46,784 million, retail revenue of KZT 84,643 million, interest revenue of KZT 8,755 million and other gains of KZT 8,404 million which are gains on the net monetary position. For the three months ended 31 March 2025, rewards attributable to Hepsiburada is KZT 1,207 million.

 

Other gains (losses) are mainly due to net gains (losses) on foreign exchange operations, financial assets and liabilities. For the three months ended 31 March 2024 and 2025, the net gain on foreign exchange operations were KZT 923 million and KZT 10,586 million, respectively. For the three months ended 31 March 2024 and 2025, the net gain (loss) on financial assets and liabilities were KZT 810 million and KZT (14,060) million, respectively.

 

Fee revenue and retail revenue are presented by timing of revenue recognition in the table below:

 

 

 

Three months

ended

31 March 2024

Three months

ended

31 March 2025

Goods and services transferred at point in time

 

240,438

432,352

Payments fee revenue - Transaction Revenue

 

90,270

106,751

Marketplace fee revenue - Seller Fees

 

114,598

191,258

Retail revenue

 

35,570

134,343

Goods and services transferred over time

 

85,118

70,226

Payments fee revenue - Membership Revenue

 

7,540

8,712

Marketplace fee revenue - Membership revenue

 

-

3,548

Fintech fee revenue - Membership Revenue

 

825

747

Fintech fee revenue - Fintech banking service fees

 

76,753

57,219

TOTAL FEE AND RETAIL REVENUE

 

325,556

502,578

 

 

5.
Segment Reporting

 

The Group reports its business in three operating segments.

 

The following tables present the summary of each segments’ revenue and net income:

 

 

 

 

 

Three months

ended

31 March

2024

Three months

ended

31 March

2025

 

 

 

 

 

SEGMENT REVENUE

 

 

565,782

834,071

Payments

 

 

126,597

147,471

Marketplace

 

 

150,450

349,345

Fintech

 

 

290,601

342,811

Intergroup

 

 

(1,866)

(5,556)

 

 

 

 

 

NET INCOME

 

 

223,440

254,049

Payments

 

 

81,008

98,139

Marketplace

 

 

71,342

79,442

Fintech

 

 

71,090

76,468

 

13


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

Operating segments are identified based on how the Group manages the business on a day-to-day basis and the types of products and services provided. Operating segments are reported in a manner consistent with internal reports, which are reviewed and used by the management board (who are identified as Chief Operating Decision Makers, “CODM”). The operating performance measure of each operating segment is revenue and net income.

 

Expenses associated with share-based compensation are recognised across the segments.

The following table presents the summary of share-based compensation expense by segments:

 

 

 

 

 

Three months

ended

31 March

2024

Three months

ended

31 March

2025

 

 

 

 

 

SHARE-BASED COMPENSATION

 

 

(3,889)

(2,161)

Payments

 

 

(1,468)

(831)

Marketplace

 

 

(495)

(460)

Fintech

 

 

(1,926)

(870)

 

 

 

 

 

 

 

The following tables present the summary of revenue, net income, and non-current assets (excluding financial instruments, deferred tax assets and other financial assets) by geographical market:

 

 

 

 

Three months

ended

31 March

2024

Three months

ended

31 March

2025

 

 

 

 

 

SEGMENT REVENUE

 

 

565,782

834,071

Kazakhstan & Other

 

 

565,782

685,486

Türkiye

 

 

-

148,585

 

 

 

 

 

NET INCOME

 

 

223,440

254,049

Kazakhstan & Other

 

 

223,440

259,510

Türkiye

 

 

-

(5,461)

 

 

 

 

 

31 December 2024

31 March 2025

 

 

 

 

 

NON-CURRENT ASSETS

 

 

284,909

377,607

Kazakhstan & Other

 

 

284,909

299,752

Türkiye

 

 

-

77,855

 

Our geographic segments are Kazakhstan & Other Countries (including Azerbaijan and Ukraine) and Türkiye.

 

Revenue attributed to geographic market is based on the selling location. Non-current assets are based on the physical location of the assets as of the end of each year.

14


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

6.
Costs and operating expenses

 

 

 

 

Three months

ended

31 March

2024

Three months

ended

31 March

2025

 

 

 

 

 

COSTS AND OPERATING EXPENSES

 

 

(283,717)

(514,399)

Interest expenses

 

 

(145,499)

(183,067)

Transaction expenses

 

 

(6,331)

(7,786)

Cost of goods and services

 

 

(63,078)

(200,977)

Technology & product development

 

 

(26,430)

(42,897)

Sales & marketing

 

 

(9,934)

(22,228)

General & administrative expenses

 

 

(7,392)

(16,953)

Provision expenses (see Note 7)

 

 

(25,053)

(40,491)

 

Interest expenses include interest expenses on customer accounts, mandatory insurance of retail deposits and interest expenses on debt securities, including subordinated debt and due to banks.

 

Transaction expenses are mainly composed of the costs associated with accepting, processing and otherwise enabling payment transactions. Those costs include fees paid to payment processors, payment networks and various service providers.

 

Cost of goods and services include costs incurred to operate retail network, 24-hour call support and communication with customers, product packaging and delivery, and other expenses which can be attributed to the Group’s operating activities related to the provision of the products and services. It also includes the price paid by us for consumer products, the subsequent sale of which generates Retail revenue.

 

Technology & product development consist of staff and contractor costs that are incurred in connection with the research and development of new and maintenance of existing products and services, development, design, data science and maintenance of our products and services, and infrastructure costs. Infrastructure costs include depreciation of servers, networking equipment, data center, kartomats, postomats and payment equipment, rent, utilities, and other expenses necessary to support our technologies and platforms. Collectively, these costs reflect the investments we make in order to offer a wide variety of products and services to our customers.

 

Sales & marketing consist primarily of online and offline advertising expenses, promotion expenses, staff costs and other expenses that are incurred directly to attract or retain consumers and merchants. It also includes our charity and sponsorship activities.

 

General & administrative expenses consist primarily of costs incurred to provide support to our business, including legal, human resources, finance, risk, compliance, executive, professional services fees, office facilities, and other support functions.

 

For the three months ended 31 March 2025, costs and operating expenses attributable to Hepsiburada, include interest expenses of KZT 13,683 million, cost of goods and services were KZT 108,851 million, technology & product development were KZT 10,874 million,
sales & marketing were KZT 10,447 million, general & administrative expenses were
KZT 7,654 million.

 

 

15


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

Employee benefits, depreciation and amortization expenses and operating lease expenses are presented as follows:

 

 

Three months ended

31 March 2024

 

Three months ended

31 March 2025

 

Employee benefits

Depreciation & amortisation

Operating
lease

 

Employee benefits

Depreciation & amortisation

Operating lease

Cost of goods and services

(6,786)

-

(310)

 

(15,814)

-

(371)

Technology & product development

(13,281)

(6,190)

(1,173)

 

(18,892)

(12,501)

(2,970)

Sales & marketing

(691)

-

(37)

 

(1,468)

-

(51)

General & administrative expenses

(4,038)

(980)

(244)

 

(8,536)

(2,341)

(551)

Total

(24,796)

(7,170)

(1,764)

 

(44,710)

(14,842)

(3,943)

 

Expenses associated with share-based compensation are recognised across the functions in which the compensation recipients are employed. The following table sets forth an analysis of share-based compensation expense by function for the periods indicated:

 

 

 

 

Three months

ended

31 March 2024

Three months

ended

31 March 2025

 

 

 

 

 

SHARE-BASED COMPENSATION

 

 

(3,889)

(2,161)

Cost of goods and services

 

 

(329)

(144)

Technology & product development

 

 

(2,235)

(1,465)

Sales & marketing

 

 

(135)

(51)

General & administrative expenses

 

 

(1,190)

(501)

 

16


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

7.
Provision expenses

 

The movements in loss allowance for the three months ended 31 March 2024 were as follows:

 

 

Loans to customers

Due from

banks

Financial assets at FVTOCI

Cash and cash

equivalents

Other
assets

Contin-gencies

Total

Stage 1

Stage 2

Stage 3

POCI

Stage 1

Stage 1

Stage 2

Stage 3

Stage 1

Stage 3

Stage 2

 

Loss allowance as at
31 December 2023

59,939

16,290

166,042

261

6

114

158

1,136

23

5,640

35

249,644

Changes in provisions

 

 

 

 

 

 

 

 

 

 

 

 

-Transfer to Stage 1

9,720

(2,272)

(7,448)

-

-

-

-

-

-

-

-

-

-Transfer to Stage 2

(2,369)

6,001

(3,632)

-

-

-

-

-

-

-

-

-

-Transfer to Stage 3

(4,173)

(11,796)

15,969

-

-

-

-

-

-

-

-

-

Net changes, resulting from changes in credit risk parameters

(11,755)

 

15,114

 

6,027

852

(1)

 

196

 

(17)

 

(575)

(19)

399

46

 

10,267

New assets issued

21,867

-

-

-

 

102

-

-

-

-

-

21,969

Repaid assets (except for write-off)

(8,771)

(1,296)

(3,323)

-

 

-

-

-

-

-

-

(13,390)

Modification effect

-

-

6,207

-

 

-

-

-

-

-

-

6,207

Total effect on Consolidated Statements of Profit or Loss

 

1,341

 

13,818

 

8,911

852

(1)

 

298

 

(17)

 

(575)

(19)

399

46

25,053

Write-off, net of recoveries / recoveries

-

-

(16,951)

-

-

-

-

-

-

771

-

(16,180)

Foreign exchange difference

-

-

1

-

-

-

-

-

-

-

-

1

As at 31 March 2024

64,458

22,041

162,892

1,113

5

412

141

561

4

6,810

81

258,518

 

 

 

 

17


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

The movements in loss allowance for the three months ended 31 March 2025 were as follows:
 

 

Loans to customers

Due from

banks

Financial assets at FVTOCI

Cash and cash

equivalents

Other
assets

Contin-gencies

Total

Stage 1

Stage 2

Stage 3

POCI

Stage 1

Stage 1

Stage 2

Stage 3

Stage 1

Stage 3

Stage 2

 

Loss allowance as at
31 December 2024

77,521

22,378

193,759

2,185

7

451

140

587

42

8,570

-

305,640

Changes in provisions

 

 

 

 

 

 

 

 

 

 

 

 

-Transfer to Stage 1

11,956

(10,235)

(1,721)

-

-

-

-

-

-

-

-

-

-Transfer to Stage 2

(2,217)

13,492

(11,275)

-

-

-

-

-

-

-

-

-

-Transfer to Stage 3

(4,882)

(18,346)

23,228

-

-

-

-

-

-

-

-

-

Net changes, resulting from changes in credit risk parameters

(18,197)

20,391

16,299

223

(2)

(103)

(21)

(113)

2

511

60

19,050

New assets issued

24,537

-

-

-

-

3

-

-

-

-

-

24,540

Repaid assets (except for write-off)

(11,970)

(819)

(1,650)

-

-

-

-

-

-

-

-

(14,439)

Modification effect

-

-

11,345

-

-

(5)

-

-

-

-

-

11,340

Total effect on Consolidated Statements of Profit or Loss

(5,630)

19,572

25,994

223

(2)

(105)

(21)

(113)

2

511

60

40,491

Write-off, net of recoveries / recoveries

-

-

(21,382)

-

-

-

-

-

-

2,905

-

(18,477)

On acquisition of subsidiary

539

856

2,783

-

-

-

-

-

-

-

-

4,178

Monetary loss

(28)

(44)

(175)

-

-

-

-

-

-

-

-

(247)

Foreign exchange difference

-

-

3

-

-

-

-

-

-

-

-

3

As at 31 March 2025

77,259

27,673

211,214

2,408

5

346

119

474

44

11,986

60

331,588

 

Net changes, resulting from changes in credit risk parameters include decrease of provisions due to partial repayment of loans.

 

As at 31 December 2024 and 31 March 2025, the allowance for impairment losses on financial assets at FVTOCI of KZT 1,178 million and

KZT 939 million, respectively, is included in the ‘Revaluation reserve of financial assets and other reserves’ within equity.

 

18


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

8.
Earnings per share

 

Earnings per share are determined by dividing the net income attributable to shareholders

of the Company by the weighted average number of common shares outstanding during the three months ended 31 March 2025. For the purpose of diluted earnings per share calculation, the Group considers dilutive effects of share-based compensation.

 

 

31 March

2024

31 March

2025

Net income attributable to the shareholders of the Company

219,599

252,056

Weighted average number of common shares for basic earnings per share

189,279,242

190,015,729

Weighted average number of common shares for diluted earnings per share

190,741,341

190,843,204

Earnings per share – basic (KZT)

1,160

1,327

Earnings per share – diluted (KZT)

1,151

1,321

 

Reconciliation of the number of shares used for basic and diluted earnings per share:

 

 

31 March

31 March

 

2024

2025

Weighted average number of common shares for basic earnings per share

189,279,242

190,015,729

Number of potential common shares attributable to share-based compensation

1,462,099

827,475

Weighted average number of common shares for diluted earnings per share

190,741,341

190,843,204

 

 

9.
Cash and cash equivalents

 

 

 

31 December
2024

31 March

2025

 

 

 

Cash on hand

197,002

186,332

Current accounts with other banks

108,246

113,661

Short-term deposits with other banks

314,222

336,113

Reverse repurchase agreements

-

50,516

 

 

 

Total cash and cash equivalents

619,470

686,622

 

Cash on hand includes cash balances with ATMs and cash in transit.

 

As at 31 December 2024 and 31 March 2025, current accounts and short-term deposits with NBRK are KZT 192,102 million and KZT Nil, respectively.

 

As at 31 December 2024 and 31 March 2025, the fair value of collateral of reverse repurchase agreements classified as cash and cash equivalents, are KZT Nil and KZT 50,516 million, respectively.

 

As at 31 December 2024 and 31 March 2025, restricted deposits included in due from banks with investment credit ratings (higher than ‘BBB-‘) in favor of international payments systems were KZT 35,114 million and KZT 34,035 million, respectively.
 

19


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

10.
Investment securities and derivatives

 

Investment securities and derivatives comprise:

 

 

31 December
2024

31 March

2025

 

 

 

Total financial assets at FVTOCI

1,489,682

1,228,029

Total financial assets at FVTPL

17,149

12,316

Total financial assets at amortized cost

-

2,461

 

 

 

Total investment securities and derivatives

1,506,831

1,242,806

 

 

 

Financial assets at FVTOCI comprise:

 

 

 

 

31 December
2024

31 March

2025

 

 

 

Debt securities

1,489,205

1,227,509

Equity investments

477

520

 

 

 

Total financial assets at FVTOCI

1,489,682

1,228,029

 

 

 

Interest
rate, %

31 December
2024

Interest
rate, %

31 March

2025

Debt securities

 

 

 

 

Bonds of the Ministry of Finance of
the Republic of Kazakhstan

0.60-16.70

1,192,962

0.60-15.35

980,165

Corporate bonds

2.00-15.88

292,364

2.00-15.50

243,675

Sovereign bonds of foreign countries

0.63-4.13

3,475

0.63-4.50

3,669

Discount notes of the NBRK

14.62

404

-

-

 

 

 

 

 

Total debt securities

 

1,489,205

 

1,227,509

 

Debt securities are graded according to their external credit ratings issued by an international rating agencies, such as Standard and Poor’s, Fitch and Moody’s Investors Services and are graded as follows:

 

 

A- and higher

 

BBB+ to BBB-

 

BB+

to B-

 

Not

rated

 

Total

Debt securities as at 31 December 2024

36,415

 

1,373,391

 

4,957

 

74,442

 

1,489,205

Debt securities as at 31 March 2025

29,798

 

1,130,672

 

4,807

 

62,232

 

1,227,509

Financial assets at FVTPL comprise:

 

 

31 December
2024

 

31 March

2025

 

 

 

 

Derivative financial instruments

17,149

 

6,835

Investment funds

-

 

5,481

Total financial assets at FVTPL

17,149

 

12,316

 

As at 31 March 2025, financial assets at FVTPL included swap and spot instruments of
KZT 3,164 million (2024: KZT 4,923 million) with a notional amount of KZT 335,320 million
(2024: KZT 139,659 million) and forwards of KZT 3,671 million (2024: KZT 12,226 million) with a notional amount of KZT 178,712 million (2024: KZT 274,327 million).

 

20


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

As at 31 March 2025, financial liabilities at FVTPL included swap and spot instruments of
KZT 175 million (2024: KZT 133 million) with a notional amount of KZT 335,147 million
(2024: KZT 139,696 million) and forwards of KZT 434 million (2024: KZT 129 million) with a notional amount of KZT 184,688 million (2024: KZT 269,387 million).

 

As at 31 December 2024 and 31 March 2025, investment securities were not pledged or restricted, except for bonds of the Ministry of Finance of the Republic of Kazakhstan, notes of NBRK and corporate bonds pledged under repurchase agreements with other banks totaling
KZT 24,474 million and KZT 201,478 million, respectively (Note 12).

 

 

11.
Loans to customers

 

 

 

31 December 2024

31 March

2025

 

 

 

Gross loans to customers

6,042,443

6,374,689

Less: allowance for impairment losses (Note 7)

(295,843)

(318,554)

 

 

 

Total loans to customers

5,746,600

6,056,135

 

All loans to customers issued by the Group were allocated to the Fintech segment for internal segment reporting purposes.

 

The Group did not provide loans which individually exceeded 10% of the Group’s equity.

 

Movements in allowances for impairment losses on loans to customers for the three months ended 31 March 2024 and 2025 are disclosed in Note 7.

 

As at 31 December 2024 and 31 March 2025, accrued interest of KZT 68,558 million and
KZT 78,196 million, respectively, was included in loans to customers.

 

Loans with principal or accrued interest in arrears for more than 90 days are classified as

non-performing loans (“NPLs”). These loans were classified in Stage 3. Allowance for impairment losses to NPLs reflects the Group’s total provision as a percentage of NPLs. Considering the ratio represents allowance for impairment losses for all loans as a percentage of NPLs, the ratio can be more than 100%.

 

The following table sets forth the Group’s outstanding NPLs as compared to the total allowance for impairment losses on total loans to customers:

 

 

 

Gross NPLs

Total allowance for impairment

Total allowance for impairment losses to

Gross NPLs

 

 

 

 

As at 31 December 2024

327,730

295,843

90%

As at 31 March 2025

362,119

318,554

88%

 

21


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

Provision expenses on loans to customers:

 

 

 

 

Three months

ended

31 March

2024

Three months

ended

31 March

2025

Provision expenses on loans to customers

 

 

(24,922)

(40,159)

 

The gross carrying amount and related allowance for impairment losses on loans to customers by stage were as follows:

 

 

Stage 1

Stage 2

Stage 3

 

 

 

12-month ECL

Lifetime
ECL

Lifetime
ECL

POCI

Total

 

 

 

 

 

 

Gross loans to customers

5,447,804

86,251

485,252

23,136

6,042,443

Less: allowance for impairment losses

(77,521)

(22,378)

(193,759)

(2,185)

(295,843)

Carrying amount

as at 31 December 2024

5,370,283

63,873

291,493

20,951

5,746,600

 

 

 

Stage 1

Stage 2

Stage 3

 

 

 

12-month ECL

Lifetime
ECL

Lifetime
ECL

POCI

Total

 

 

 

 

 

 

Gross loans to customers

5,713,156

107,559

531,648

22,326

6,374,689

Less: allowance for impairment losses

(77,259)

(27,673)

(211,214)

(2,408)

(318,554)

Carrying amount as at 31 March 2025

5,635,897

79,886

320,434

19,918

6,056,135

 

During the three months ended 31 March 2024 and 2025, the Group has restructured loans to customers, which were classified as NPLs, in the amount of KZT 27,974 million and
KZT 43,031 million, respectively, by providing an interest free extended repayment schedule.

 

During the three months ended 31 March 2024 and 2025, KZT 11,564 million and
KZT 23,922 million, respectively, of restructured loans were collected.

 

As at 31 December 2024 and 31 March 2025, the Group’s restructured loans in

Stage 3 amounted to the gross carrying amount of KZT 94,556 million and KZT 107,122 million, respectively.

 

As at 31 December 2024 and 31 March 2025, the Group’s restructured loans in Stage 2 amounted to the gross carrying amount of KZT 18,009 million and KZT 17,098 million, respectively.

 

As at 31 December 2024 and 31 March 2025, the Group’s restructured loans in Stage 1 amounted to the gross carrying amount of KZT 15,364 million and KZT 20,688 million, respectively.

 

As at 31 December 2024 and 31 March 2025, the Group’s restructured loans recognised as POCI amounted to the gross carrying amount of KZT 23,136 million and KZT 22,326 million, respectively.

 

 

22


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

12.
Due to banks

 

 

31 December

2024

31 March

2025

Recorded at amortised cost:

 

 

Repurchase agreements

24,151

201,478

Time deposits of banks and other financial institutions

323

7,313

 

 

 

Total due to banks

24,474

208,791

 

 

As at 31 December 2024 and 31 March 2025, accrued interest of KZT 67 million and

KZT 339 million, respectively, was included in due to banks.

 

Fair value of securities pledged as collateral of repurchase agreements, which were classified as due to banks as at 31 December 2024 and 31 March 2025, amounted to KZT 24,474 million and KZT 201,478 million, respectively.

 

 

13.
Customer accounts

 

 

31 December

2024

31 March

2025

 

 

 

 

 

Individuals

 

 

 

Term deposits

5,328,125

5,188,420

 

Current accounts

921,913

715,296

 

Total due to individuals

6,250,038

5,903,716

 

 

 

 

 

Corporate customers

 

 

 

Term deposits

106,010

105,424

 

Current accounts

205,902

194,499

 

Total due to corporate customers

311,912

299,923

 

 

 

 

 

Total customer accounts

6,561,950

6,203,639

 

 

As at 31 December 2024 and 31 March 2025, accrued interest of KZT 51,212 million and
KZT 50,278 million, respectively, was included in term deposits within customer accounts.

 

As at 31 December 2024 and 31 March 2025, customer accounts of KZT 83,654 million and
KZT 66,959 million, respectively, were held as prepayments on loans to customers.

 

As at 31 December 2024 and 31 March 2025, customer accounts of KZT 76,413 million
(1.16% of total customer accounts) and KZT 75,078 million (1.21% of total customer accounts), respectively, were due to the top twenty customers.

 

As at 31 December 2024 and 31 March 2025, customer accounts were predominately denominated in KZT, comprising 91% and 91%, respectively.

 

 

14.
Share capital

 

The table below provides a reconciliation of the change in the number of authorised shares, issued and fully paid shares, treasury shares and shares outstanding:

 

23


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

 

Authorised shares

Issued and fully paid shares

Treasury shares

Shares outstanding

 

 

 

 

 

Common shares

 

 

 

 

 

 

 

 

 

1 January 2024

216,742,000

199,500,000

(10,166,535)

189,333,465

ADS options exercised (Note 15)

-

-

747,178

747,178

GDR buyback program

-

-

(64,914)

(64,914)

 

 

 

 

 

31 December 2024

216,742,000

199,500,000

(9,484,271)

190,015,729

 

 

 

 

 

ADS options exercised (Note 15)

-

-

768,793

768,793

31 March 2025

216,742,000

199,500,000

(8,715,478)

190,784,522

 

The Group accounts for GDRs repurchased in Treasury Shares component of Share Capital.

One GDR represents one share.

 

The following table summarizes the details of the GDR buyback programs:

 

 

Start date

 

Maturity
date

 

Number of GDRs acquired

 

Total

amount paid

1st buy-back program

22 April 2022

 

21 July 2022

 

 998,429

 

22,841

2nd buy-back program

22 July 2022

 

21 October 2022

 

 788,153

 

21,325

3rd buy-back program

22 October 2022

 

24 February 2023

 

1,131,380

 

38,474

4th buy-back program

22 March 2023

 

21 July 2023

 

 531,995

 

18,740

5th buy-back program

22 July 2023

 

21 October 2023

 

 283,689

 

12,614

6th buy-back program

22 October 2023

 

16 January 2024

 

303,286

 

13,233

31 March 2025

 

 

 

 

4,036,932

 

127,227

 

The Company made certain amendments to its Deposit Agreement, pursuant to which, among others, it renamed Regulation S GDRs as ADSs, which amendments became effective on
18 January 2024. Pursuant to the amendments, the Company has an Amended Level III ADS Deposit Agreement among the Company, the Depositary and the Owners and Holders of ADSs, and an Amended Rule 144A GDR Deposit Agreement between the Company and the Depositary.

 

The table below provides a reconciliation of the change in outstanding share capital fully paid:

 

 

 

Issued and

fully paid shares

Treasury
shares

 

Total

31 December 2023

 

130,144

(152,001)

(21,857)

ADS options exercised

 

-

3,332

3,332

GDR buyback program

 

-

(2,852)

(2,852)

31 December 2024

 

130,144

(151,521)

(21,377)

ADS options exercised

 

-

3,429

3,429

Balance at 31 March 2025

 

130,144

(148,092)

(17,948)

 

All shares are KZT denominated. The Group has one class of common shares which carry no right to fixed dividend.

 

During the three months ended 31 March 2024 and 2025, the Group declared dividends of

KZT 850 and KZT Nil per ordinary share for the total amount of KZT 161,514 million and

KZT Nil, respectively.

 

 

24


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

15.
Share-based compensation

 

In 2023, the share option program was expanded to include more senior executives and other core Group personnel. The share-based awards are used to attract, incentivize and retain employees over the long-term by the management of the Group.

 

Share-based compensation expense

 

According to IFRS 2, this accelerates the recognition of compensation expenses resulting in a higher proportion of expenses being recognised in the early years of overall plan.

 

ADS Options

 

The fair value of ADS options at the date of grant is determined using the Black-Scholes model. The fair value determined at the grant date is expensed over the five-year vesting period, based on the Group’s estimate of the number of ADS options that will eventually vest. Recipients of ADS options are entitled to receive dividends once ADS options vested and exercised.

 

The inputs into the Black-Scholes model are as follows:

 

 

31 December

2024

31 March

2025

 

 

 

Black-Scholes model inputs:

 

 

Weighted average share price in USD

68.4

92.7

Expected volatility

42.1%

39.4%

Risk-free rate

4.3%

5.3%

Dividend yield

7.0%

6.5%

 

Expected volatility is based on the historical share price volatility over the past 3 years.

 

The following table summarizes the details of the ADS options outstanding:

 

 

31 December 2024

(ADSs)

31 March

2025

 (ADSs)

Outstanding at the beginning of the period

2,202,438

1,598,230

Granted

142,970

-

Forfeited

-

(1,962)

Exercised

(747,178)

(768,793)

Expired

-

-

Outstanding at the end of the period

1,598,230

827,475

 

The following table represents Share-based compensation reserve outstanding:

 

 

 

Share-Based

Compensation reserve

1 January 2024

 

34,810

ADS options accrued

 

16,963

ADS options exercised

 

(19,999)

31 December 2024

 

31,774

ADS options accrued

 

2,161

ADS options exercised

 

(19,281)

31 March 2025

 

14,654

 

25


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

16.
Fair value of financial instruments

 

a.
Fair value of financial instruments

 

IFRS Accounting Standards as issued by the IASB defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

 

b.
Fair value of the Group's financial assets and financial liabilities measured at fair value on a recurring basis

 

Some of the Group's financial assets and financial liabilities are measured at fair value at the end of each reporting period. The following table gives information about how the fair values of these financial assets and financial liabilities are determined (in particular, the valuation technique(s) and inputs used).

 

Financial assets/financial liabilities

Fair value

as at

31 December

 2024

Fair value as at

31 March

 2025

Fair value hierarchy

Valuation technique(s) and
key input(s)

 

 

 

 

 

 

 

 

 

 

Non-derivative financial assets at FVTOCI (Note 10)

 

 

22,898

23,486

Level 1

Quoted prices in an active market.

 

Non-derivative financial assets at FVTOCI (Note 10)

 

 

1,463,463

1,201,165

Level 2

Quoted prices in markets that are not active.

 

Non-derivative financial assets at FVTOCI (Note 10)

 

 

3,261

3,318

Level 3

DCF method with weighted average discount ratio 14.1%

Unlisted equity investments classified as financial assets at FVTOCI

(Note 10)

 

 

 

60

60

Level 3

Adjusted net assets based on most recent published financial statements of unlisted companies with discount for marketability and liquidity. Discount ratios varies from 10% to 30%.

Derivative financial assets (Note 10)

 

 

 

17,149

6,835

Level 2

DCF method. Future cash flows are estimated based on forward exchange rates (from observable forward exchange rates at the end of the reporting period) and contract forward rates, discounted at a rate that reflects the credit risk of various counterparties.

Investment funds at FVPTL (Note 10)

-

5,481

Level 2

Quoted prices in markets that are not active.

Derivative financial liabilities (Note 10)

 

 

 

 

 

262

609

Level 2

DCF method. Future cash flows are estimated based on forward exchange rates (from observable forward exchange rates at the end of the reporting period) and contract forward rates, discounted at a rate that reflects the credit risk of various counterparties.

 

As at 31 December 2024, the fair value of the investment securities in Level 2 includes short-term and long-term sovereign debt securities of KZT 356,712 million and KZT 820,340 million, respectively.

 

26


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

As at 31 March 2025, the fair value of the investment securities in Level 2 includes short-term and long-term sovereign debt securities of KZT 251,878 million and KZT 712,150 million, respectively. Those investment securities are by nature and for regulatory purposes treated as high quality liquid assets, but are classified as Level 2 due to insufficient trading on regulated market.

 

The reconciliation of Level 3 fair value measurements of financial assets is presented as follows:

 

 

 

Fair value through other comprehensive

income

 

 

Unquoted debt securities

 

Total

 

 

 

 

 

1 January 2025

 

3,261

 

3,261

 

 

 

 

 

Total gains or losses:

 

 

 

 

- in profit or loss

 

-

 

-

- in other comprehensive income

 

58

 

58

Purchases

 

-

 

-

Issues

 

-

 

-

Disposals/settlements

 

-

 

-

Transfer into level 3

 

-

 

-

Transfers out of level 3

 

-

 

-

 

 

 

 

 

31 March 2025

 

3,319

 

3,319

 

During the three months ended 31 March 2025, there were no transfers between Level 1, Level 2 and Level 3.

 

c.
Fair value of financial assets and financial liabilities that are not measured at fair value on a recurring basis (but fair value disclosures are required).

 

Except as detailed in the following table, management of the Group considers that the carrying amount of financial assets and financial liabilities recognised in the consolidated financial statements approximate their fair values.

 

31 December 2024

 

Carrying

amount

 

Fair

value

 

Fair value

hierarchy

 

 

 

 

 

 

Due from banks

37,908

 

37,330

 

Level 2

Loans to customers

5,746,600

 

5,663,357

 

Level 3

Due to banks

24,474

 

24,474

 

Level 2

Customer accounts

6,561,950

 

6,515,258

 

Level 2

Debt securities issued

51,050

 

49,838

 

Level 2

Subordinated debt

62,416

 

60,645

 

Level 2

 

 

31 March 2025

 

Carrying

amount

 

Fair

value

 

Fair value

hierarchy

 

 

 

 

 

 

Due from banks

36,862

 

36,325

 

Level 2

Loans to customers

6,056,135

 

5,883,709

 

Level 3

Due to banks

208,791

 

208,791

 

Level 2

Customer accounts

6,203,639

 

6,159,908

 

Level 2

Debt securities issued

340,475

 

338,450

 

Level 2

Subordinated debt

60,692

 

60,123

 

Level 2

 

27


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

Assets and liabilities for which fair value approximates carrying value

 

For financial assets and liabilities that have a short-term maturity (less than 3 months), it is assumed that the carrying amounts approximate to their fair value. This assumption is also applied to demand deposits and savings accounts without a maturity.

 

Due from banks

 

The estimated fair value of term due from banks is determined by discounting the contractual cash flows using interest rates currently offered for due from banks with similar terms.

 

Loans to customers

 

Loans to individual customers are made at fixed rates. The fair value of fixed rate loans has been estimated by reference to the market rates available at the reporting date for loans with similar maturity profile.

 

Due to banks

 

The estimated fair value of due to banks is determined by discounting the contractual cash flows using interest rates currently offered for due to banks with similar terms.

 

Customer accounts

 

The estimated fair value of term deposits is determined by discounting contractual cash flows using interest rates currently offered for deposits with similar terms. For current accounts which are non-interest bearing, the Group considers fair value to equal carrying value, which is equivalent to the amount payable on the balance sheet date.

 

Debt securities issued, subordinated debt

 

Debt securities issued and subordinated debt are valued using quoted prices.

 

In March 2025, the Group issued debt securities totaling USD 650 million at a fixed rate of 6.25% per annum and maturing in 2030.

 

Assets and liabilities for which fair value approximates carrying value

 

For financial assets and liabilities that have a short-term maturity (less than 3 months), it is assumed that the carrying amounts approximate to their fair value. This assumption is also applied to demand deposits and savings accounts without a maturity.

 

 

28


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

17.
Transactions with related parties

 

In considering each possible related party relationship, attention is directed to the substance of the relationship, and not merely the legal form. The Group had the following transactions outstanding with related parties:

 

 

31 December 2024

31 March 2025

 

Transactions with related parties

Total

category

as per

financial statements captions

Transactions with related parties

Total

category

as per

financial statements captions

 

 

 

 

 

Consolidated statements of financial position

 

 

 

 

Loans to customers

1,103

6,042,443

920

6,374,689

- entities controlled by the key management personnel of the Group

1,103

 

920

 

 

 

 

 

 

Allowance for impairment losses on loans to customers

-

(295,843)

-

(318,554)

- entities controlled by the key management personnel of the Group

-

 

-

 

 

 

 

 

 

Other assets

1,955

106,094

2,698

181,718

- entities controlled by the key management personnel of the Group

1,955

 

2,698

 

 

 

 

 

 

Customer accounts

12,120

6,561,950

14,464

6,203,639

- entities controlled by the key management personnel of the Group

2,846

 

2,062

 

- key management personnel of the Group

9,146

 

12,325

 

- other related parties

128

 

77

 

 

 

 

 

 

Other liabilities

963

81,896

2,534

412,894

- entities controlled by the key management personnel of the Group

963

 

2,533

 

- key management personnel of the Group

-

 

1

 

 

29


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

 

 

 

31 March 2024

31 March 2025

 

 

 

Transactions with related parties

Total
category
as per financial statements caption

Transactions with related parties

Total
category
as per
financial statements caption

Consolidated Statements of Profit or Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

Net fee revenue

 

 

971

275,152

1,061

353,741

- entities controlled by the key management personnel of the Group

 

 

944

 

1,018

 

- key management personnel
of the Group

 

 

27

 

43

 

 

 

 

 

 

 

 

Interest revenue

 

 

56

240,301

51

327,964

 - other related parties

 

 

56

 

51

 

 

 

 

 

 

 

 

COSTS AND OPERATING EXPENSES

 

 

 

 

 

 

Interest expense

 

 

(254)

(145,499)

(256)

(183,067)

- entities controlled by the key management personnel of the Group

 

 

-

 

(10)

 

- key management personnel of the Group

 

 

(253)

 

(245)

 

- other related parties

 

 

(1)

 

(1)

 

Transaction expenses

 

 

(5)

(6,331)

(62)

(7,786)

- entities controlled by the key management personnel of the Group

 

 

(5)

 

(62)

 

 

 

 

 

 

 

 

Cost of goods and services

 

 

(1,935)

(63,078)

(1,786)

(200,977)

- entities controlled by the key management personnel of the Group

 

 

(1,935)

 

(1,786)

 

 

 

 

 

 

 

 

 

During the three months ended 31 March 2024 and 2025, the total value of goods purchased from entities controlled by the key management personnel was KZT 1,793 million and

KZT 1,740 million, respectively, from which KZT 1,726 million and KZT 1,679 million, respectively, was recognised in cost of goods and services.

 

During the three months ended 31 March 2024 and 2025, the total value of Property, equipment and intangible assets purchased from entities controlled by the key management personnel was KZT Nil and KZT 75 million, respectively.

 

Compensation to directors and other members of key management is presented as follows:

 

 

 

Three months ended

31 March 2024

 

Three months ended

31 March 2025

 

 

Transactions with related parties

Total category as per financial statements captions

 

Transactions with related parties

Total category as per financial statements captions

Compensation to key management personnel:

 

 

 

 

 

 

Employee benefits

 

(104)

(24,796)

 

(139)

(44,710)

Share-based compensation

 

(454)

(3,889)

 

(10)

(2,161)

 

30


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

18.
Regulatory matters

 

The management of Kaspi Bank JSC (“the Bank” - subsidiary of the Company) monitors capital adequacy ratio based on requirements of standardised approach of Basel Committee of Banking Supervision “Basel III: A global regulatory framework for more resilient banks and banking systems” (December 2010, updated in June 2011).

 

The capital adequacy ratios calculated on the basis of the Bank’s consolidated financial statements under Basel III with updated RWA methodology are presented in the following table:

 

 

31 December

2024

 

31 March 2025

 

 

 

 

Tier 1 capital (k1.2)

17.6%

 

18.8%

Total capital (k.2)

18.3%

 

18.8%

 

The Bank complies with NBRK’s capital requirements. The minimum regulatory capital adequacy requirements are 6.5% for k1.2 and 8% for k.2, excluding a conservation buffer of 3% and systemic buffer of 1% for each.

 

The following table presents the Bank’s capital adequacy ratios in accordance with the NBRK requirements:

 

 

31 December

2024

 

31 March

2025

 

 

 

 

Tier 1 capital (k1.2)

12.6%

 

12.5%

Total capital (k.2)

12.7%

 

12.6%

 

 

19.
Business combination

 

During the period ended 31 March 2025 we entered into select strategic alliance and potential strategic acquisition that is complementary to our business and operations, including opportunities that we believe can help us further improve growth across all our platforms and strong financial performance. The Group acquired 65.41% share in Hepsiburada on
29 January 2025.

 

The initial accounting for the acquisition of Hepsiburada has only been provisionally determined at the end of the reporting period. The main reason for being provisional is related to the reasonable time needed to obtain all of the information necessary to identify and measure net assets acquired, liabilities assumed and resulting goodwill, including the valuation of the acquired intangible assets. At the date of finalization of these interim condensed consolidated financial information, the necessary market valuations and other calculations had not been finalised and they have therefore only been provisionally determined based on the Group management’s best estimate.

31


Joint Stock Company Kaspi.kz

 

Notes to the Interim Condensed Consolidated Financial Information (continued)

For the Three months ended 31 March 2025 (Unaudited)

(in millions of KZT)

 

The amounts recognised in respect of the identifiable assets acquired and liabilities assumed as at the date of acquisition are set out in the table below:

 

ASSETS:

 

Cash and cash equivalents

43,962

Financial assets at FVTPL

3,492

Due from banks

1,924

Loans to customers

11,104

Property, equipment and intangible assets

79,540

Inventory

101,431

Other assets

79,419

TOTAL ASSETS

320,872

Due to banks

15,685

Trade liabilities

208,877

Other liabilities

46,411

TOTAL LIABILITIES

270,973

Total identifiable assets acquired and liabilities assumed

49,899

 

The non-controlling interest recognised at the acquisition date was measured by reference to the fair value and amounted to KZT 17,260 million.

 

Goodwill on acquisition

 

Consideration transferred

309,678

Deferred Cash Consideration (recognised in Other liabilities)

271,972

Plus: Non-controlling interests

17,260

Less: Fair value of identifiable net assets acquired

(49,899)

Goodwill on acquisition

549,011

 

Based on a provisional assessment of net assets, the Group has recognised goodwill on the acquisition transaction which amounted to KZT 549,011 million. The goodwill is primarily related to trademark, customer base, sales growth from future product and service offerings, new customers and expected synergies from the combination, together with certain intangible assets that do not qualify for separate recognition. None of the goodwill is expected to be deductible for income tax purposes.

 

The acquired business contributed revenues of KZT 147,379 million and net loss of

KZT 5,461 million to the Group for the period from 29 January 2025 to 31 March 2025.
If the acquisition had occurred on 1 January 2025, consolidated pro-forma revenue and net loss for the period ended 31 March 2025 would have been KZT 218,801 million and KZT 4,719 million, respectively.

 

 

20.
Subsequent events

 

The management is not aware of any material events subsequent to the reporting period.

32