6-K
Joint Stock Co Kaspi.kz (KSPI)
g
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
________________________
FORM 6-K
________________________
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2025
Commission File Number: 001-41921
_________________________
Joint Stock Company Kaspi.kz
(Translation of registrant’s name into English)
______________________
| 154A Nauryzbai Batyr Street |
|---|
| Almaty, Kazakhstan |
| 050013 |
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
| Form 20-F | ☒ | Form 40-F | ☐ |
|---|
EXPLANATORY NOTE
On November 13, 2025, Joint Stock Company Kaspi.kz (the “Company,” “we” or “us”) published on its corporate website the interim condensed consolidated financial information for the nine months ended 30 September 2025 (unaudited), furnished as Exhibit 99.1 herewith.
This report of foreign private issuer on Form 6-K (the “Form 6-K”) is hereby incorporated by reference into the Company’s registration statement on Form S-8 (File No. 333-276609).
Cautionary Statement Regarding Forward-Looking Statements
This Form 6-K, including the exhibit furnished herewith, contains forward-looking statements within the meaning of the U.S. federal securities laws, which statements relate to our current expectations and views of future events. In some cases, these forward-looking statements can be identified by words or phrases such as “believe,” “may,” “might,” “will,” “expect,” “estimate,” “could,” “should,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “prospective,” “continue,” “is/are likely to” or other similar expressions. These forward-looking statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. Therefore, you should not place undue reliance on these forward-looking statements. In addition, these forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual outcomes may differ materially from the information contained in the forward-looking statements as a result of a number of factors, including, without limitation, risks related to the following: our ability to attract sufficient new customers, engage and retain our existing customers or sell additional functionality, products and services to them on our platforms; our ability to maintain and improve the network effects of our Super App business model; our ability to improve or maintain technology infrastructure; our ability to successfully execute the new business model and reach profitability in certain of our operations; our ability to partner with sufficient new merchants or maintain relationships with our existing merchant partners; our ability to effectively manage the growth of our business and operations; developments affecting the financial services industry; our brand or trusted status of our platforms and Super Apps; our ability to retain and motivate our personnel and attract new talent, or to maintain our corporate culture; our ability to keep pace with rapid technological developments to provide innovative services; our ability to implement changes to our systems and operations necessary to capitalize on our future growth opportunities; changes in relationships with third-party providers, including software and hardware suppliers, delivery services, credit bureaus and debt collection agencies; our ability to compete successfully against existing or new competitors; our ability to integrate acquisitions, strategic alliances and investments and realize the benefits of such transactions; our ability to adequately obtain, maintain, enforce and protect our intellectual property and similar proprietary rights; risks related to Kazakhstan and the other countries in which we operate, including with regard to the evolving nature of the applicable legislative and regulatory framework and that of other jurisdictions in which we operate; our ability to obtain or retain certain licenses, permits and approvals in a timely manner; the significant influence of our existing shareholders and ability of ADS holders to influence corporate matters; differences between the rights of our shareholders, governed by Kazakhstan law and our charter, from the typical rights of shareholders under U.S. state laws; our ability to successfully remediate the existing material weaknesses in our internal control over financial reporting and our ability to establish and maintain an effective system of internal control over financial reporting; dependence on our subsidiaries for cash to fund our operations and expenses, including future dividend payments, if any; lack of protections for ADS holders compared to those afforded to shareholders of companies that are not “foreign private issuers;” the fact that the price of our ADSs might fluctuate significantly and that any future sales or ADSs or common shares may negatively impact the stock price; and risks related to other factors discussed under Item 3.D. “Risk Factors” in our Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission on March 10, 2025 and our other SEC filings we make from time to time.
We operate in an evolving environment. New risks emerge from time to time, and it is not possible for our management to predict all risks, nor can we assess the effect of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.
The forward-looking statements made in this Form 6-K relate only to events or information as of the date on which the statements are made in this Form 6-K. Except as required by law, we undertake no obligation to update or revise
publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Joint Stock Company Kaspi.kz | ||
|---|---|---|
| November 13, 2025 | By: | /s/ Tengiz Mosidze |
| Name: Tengiz Mosidze<br><br>Title: Chief Financial Officer |
EXHIBIT INDEX
The following exhibit is furnished as part of this Form 6-K:
| No. | Description |
|---|---|
| 99.1 | Interim condensed consolidated financial information for the nine months ended 30 September 2025 (unaudited). |
EX-99.1
Exhibit 99.1
JOINT STOCK COMPANY
KASPI.KZ
Interim Condensed Consolidated
Financial Information For the nine months ended
30 September 2025 (Unaudited)
Joint Stock Company Kaspi.kz
Table of Contents
Page
interim condensed consolidated financial information
FOR THE THREE AND THE nine MONTHS ENDED 30 SEPTEMBER 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) | 9-33 |
Joint Stock Company Kaspi.kz
Interim Condensed Consolidated Statements of Profit or Loss
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT, except for earnings per share which are in KZT)
| Notes | Nine Months Ended | Three Months Ended | |||||
|---|---|---|---|---|---|---|---|
| 30 September | 30 September | 30 September | 30 September | ||||
| 2024 | 2025 | 2024 | 2025 | ||||
| REVENUE | 4,5,17 | 1,801,805 | 2,899,526 | 649,754 | 1,110,174 | ||
| Net fee revenue | 907,495 | 1,160,455 | 329,430 | 419,250 | |||
| Interest revenue | 773,757 | 1,138,270 | 283,620 | 429,237 | |||
| Retail revenue | 115,216 | 585,597 | 39,542 | 250,275 | |||
| Other gains/(losses) | 5,337 | 15,204 | (2,838) | 11,412 | |||
| COSTS AND OPERATING EXPENSES | 6,17 | (903,108) | (1,923,604) | (316,441) | (763,660) | ||
| Interest expenses | (451,521) | (647,464) | (158,937) | (246,110) | |||
| Transaction expenses | (21,418) | (24,335) | (8,009) | (8,090) | |||
| Cost of goods and services | (212,147) | (823,620) | (76,449) | (343,955) | |||
| Technology & product development | (80,212) | (151,838) | (27,538) | (58,052) | |||
| Sales & marketing | (31,058) | (95,917) | (10,651) | (43,927) | |||
| General & administrative expenses | (22,458) | (56,598) | (7,293) | (22,122) | |||
| Provision expenses | 7 | (84,294) | (123,832) | (27,564) | (41,404) | ||
| NET INCOME BEFORE TAX | 898,697 | 975,922 | 333,313 | 346,514 | |||
| Income tax | (158,264) | (185,198) | (58,937) | (68,468) | |||
| NET INCOME | 740,433 | 790,724 | 274,376 | 278,046 | |||
| Attributable to: | |||||||
| Shareholders of the Company | 727,843 | 788,801 | 269,693 | 279,418 | |||
| Non-controlling interest | 12,590 | 1,923 | 4,683 | (1,372) | |||
| NET INCOME | 740,433 | 790,724 | 274,376 | 278,046 | |||
| Earnings per share | |||||||
| Basic (KZT) | 8 | 3,835 | 4,140 | 1,419 | 1,465 | ||
| Diluted (KZT) | 8 | 3,806 | 4,122 | 1,409 | 1,458 |
Joint Stock Company Kaspi.kz
Interim Condensed Consolidated Statements of Other Comprehensive Income
For the three and nine months 30 September 2024 and 2025 (Unaudited)
(in millions of KZT, except for earnings per share which are in KZT)
| Nine Months Ended | Three Months Ended | |||
|---|---|---|---|---|
| 30 September | 30 September | 30 September | 30 September | |
| 2024 | 2025 | 2024 | 2025 | |
| NET INCOME | 740,433 | 790,724 | 274,376 | 278,046 |
| OTHER COMPREHENSIVE INCOME | ||||
| Items that will not be reclassified subsequently to profit or loss: | ||||
| Movement in investment revaluation reserve for equity instruments at FVTOCI | 48 | (35) | 10 | - |
| Items that may be reclassified subsequently to profit or loss: | ||||
| (Losses)/gains arising during the period, net of tax KZT Nil, for debt instruments at FVTOCIl | 8,197 | (91,839) | 28,218 | (8,177) |
| Expected credit losses recognised in profit or loss for debt instruments at FVTOCI | (278) | (261) | (19) | (9) |
| Reclassification of gains included in profit or loss, net of <br>tax KZT Nil, for debt instruments at FVTOCI | 1,600 | 1,813 | 22 | 216 |
| Foreign exchange differences on translation of foreign operations | 408 | 47,427 | 799 | 43,445 |
| Other comprehensive (loss)/income for the period | 9,975 | (42,895) | 29,030 | 35,475 |
| TOTAL COMPREHENSIVE INCOME | 750,408 | 747,829 | 303,406 | 313,521 |
| Attributable to: | ||||
| Shareholders of the Company | 737,713 | 748,148 | 298,418 | 316,265 |
| Non-controlling interest | 12,695 | (319) | 4,988 | (2,744) |
| TOTAL COMPREHENSIVE INCOME | 750,408 | 747,829 | 303,406 | 313,521 |
Joint Stock Company Kaspi.kz
Interim Condensed Consolidated Statements of Financial Position
As at 31 December 2024 and 30 September 2025 (Unaudited)
(in millions of KZT)
| Notes | 31 December 2024 | 30 September <br>2025 | |
|---|---|---|---|
| ASSETS: | |||
| Cash and cash equivalents | 9 | 619,470 | 501,519 |
| Mandatory cash balances with National Bank of<br><br>the Republic of Kazakhstan | 9 | 57,307 | 301,537 |
| Due from banks | 37,908 | 46,969 | |
| Investment securities and derivatives | 10 | 1,506,831 | 1,308,321 |
| Loans to customers | 11, 17 | 5,746,600 | 6,801,549 |
| Property, equipment and intangible assets | 19 | 269,289 | 427,927 |
| Goodwill | 19 | 17,438 | 617,719 |
| Inventory | 19 | 16,164 | 142,275 |
| Other assets | 17, 19 | 106,094 | 200,928 |
| TOTAL ASSETS | 8,377,101 | 10,348,744 | |
| LIABILITIES AND EQUITY | |||
| LIABILITIES: | |||
| Due to banks | 12, 17 | 24,474 | 81,856 |
| Customer accounts | 13, 17 | 6,561,950 | 7,010,084 |
| Debt securities issued | 16 | 51,050 | 356,010 |
| Subordinated debt | 62,416 | 188 | |
| Trade liabilities | 19 | 22,454 | 370,181 |
| Other liabilities | 17, 19 | 81,896 | 187,647 |
| TOTAL LIABILITIES | 6,804,240 | 8,005,966 | |
| EQUITY: | |||
| Issued capital | 14 | 130,144 | 130,144 |
| Treasury shares | 14 | (151,521) | (148,092) |
| Additional paid-in-capital | 506 | 506 | |
| Revaluation reserve of financial assets and<br><br>other reserves | 41,026 | 373 | |
| Share-based compensation reserve | 15 | 31,774 | 18,880 |
| Retained earnings | 1,465,295 | 2,270,144 | |
| Total equity attributable to Shareholders of the Company | 1,517,224 | 2,271,955 | |
| Non-controlling interest | 55,637 | 70,823 | |
| TOTAL EQUITY | 1,572,861 | 2,342,778 | |
| TOTAL LIABILITIES AND EQUITY | 8,377,101 | 10,348,744 |
Joint Stock Company Kaspi.kz
Interim Condensed Consolidated Statements of Changes in Equity
For the nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
| Issued capital | Treasury shares | Additional paid-in-<br><br>capital | Revaluation reserve of financial assets and other reserves | Share-based compensation reserve | Retained earnings | Total equity attributable to <br>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 | - | - | - | - | 727,843 | 727,843 | 12,590 | 740,433 | |
| Other comprehensive income | - | - | - | 9,870 | - | - | 9,870 | 105 | 9,975 |
| Total comprehensive income | - | - | - | 9,870 | - | 727,843 | 737,713 | 12,695 | 750,408 |
| Dividends declared | - | - | - | - | - | (484,542) | (484,542) | - | (484,542) |
| Dividends declared by subsidiary to non-controlling interest | - | - | - | - | - | - | - | (2,345) | (2,345) |
| Share options accrued | - | - | - | - | 11,666 | 11,666 | - | 11,666 | |
| Share options exercised | - | 3,332 | - | - | (19,999) | 16,667 | - | - | - |
| Share buy-back program | - | (2,852) | - | - | - | - | (2,852) | - | (2,852) |
| Balance at 30 September 2024 | 130,144 | (151,521) | 506 | 19,589 | 26,477 | 1,314,913 | 1,340,108 | 35,440 | 1,375,548 |
| 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 | - | - | - | - | - | 788,801 | 788,801 | 1,923 | 790,724 |
| Other comprehensive loss | - | - | - | (40,653) | - | - | (40,653) | (2,242) | (42,895) |
| Total comprehensive income | - | - | - | (40,653) | - | 788,801 | 748,148 | (319) | 747,829 |
| Acquisition of subsidiary with NCI | - | - | - | - | - | - | - | 17,260 | 17,260 |
| Change in ownership interest in subsidiary without loss of control | - | - | - | - | - | 196 | 196 | (196) | - |
| Dividends declared by subsidiary to non-controlling interest | - | - | - | - | - | - | - | (1,559) | (1,559) |
| Share options accrued | - | - | - | - | 6,387 | - | 6,387 | - | 6,387 |
| Share options exercised | - | 3,429 | - | - | (19,281) | 15,852 | - | - | - |
| Balance at 30 September 2025 | 130,144 | (148,092) | 506 | 373 | 18,880 | 2,270,144 | 2,271,955 | 70,823 | 2,342,778 |
Joint Stock Company Kaspi.kz
Interim Condensed Consolidated Statements of Cash Flows
For the nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
| Nine months ended | Nine months ended | |
|---|---|---|
| 30 September 2024 | 30 September 2025 | |
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||
| Interest received from loans to customers | 585,592 | 1,020,225 |
| Other interest received | 139,913 | 177,526 |
| Interest paid | (439,598) | (627,983) |
| Expenses paid on obligatory insurance of individual deposits | (9,608) | (13,638) |
| Net fee revenue received | 917,119 | 1,182,244 |
| Retail revenue received | 115,216 | 585,597 |
| Sales & marketing expenses paid | (30,936) | (96,904) |
| Other income received | 4,955 | 9,797 |
| Transaction expenses paid | (21,418) | (24,335) |
| Cost of goods and services purchased | (211,041) | (836,893) |
| Technology & product development expenses paid | (54,504) | (113,351) |
| General & administrative expenses paid | (15,856) | (52,643) |
| Cash flows from operating activities before changes in operating assets <br>and liabilities | 979,834 | 1,209,642 |
| Changes in operating assets and liabilities | ||
| Decrease/(increase) in operating assets: | ||
| Mandatory cash balances with NBRK | (5,569) | (244,230) |
| Due from banks | (5,977) | (10,760) |
| Financial assets at FVTPL | (889) | (33,212) |
| Loans to customers | (1,077,308) | (1,228,287) |
| Inventory | (2,324) | (24,680) |
| Other assets | (2,281) | (4,157) |
| Increase/(decrease) in operating liabilities: | ||
| Due to banks | 50,679 | 57,436 |
| Customer accounts | 495,210 | 413,300 |
| Financial liabilities at FVTPL | 438 | (45) |
| Trade liabilities | 6,072 | 138,850 |
| Other liabilities | (11,706) | 109,646 |
| Cash inflow from operating activities before income tax | 426,179 | 383,503 |
| Income tax paid | (130,634) | (169,954) |
| Net cash inflow from operating activities | 295,545 | 213,549 |
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||
| Purchase of property, equipment and intangible assets | (64,716) | (110,509) |
| Proceeds on sale of property and equipment | 273 | 199 |
| Proceeds on disposal of investment securities at FVTOCI | 513,137 | 573,661 |
| Purchase of investment securities at FVTOCI | (527,586) | (447,973) |
| Acquisitions of subsidiaries, net of cash and cash equivalent acquired | - | (552,834) |
| Net cash outflow from investing activities | (78,892) | (537,456) |
Joint Stock Company Kaspi.kz
Interim Condensed Consolidated Statements of Cash Flows (continued)
For the nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
| Nine months ended | Nine months ended | |
|---|---|---|
| 30 September 2024 | 30 September 2025 | |
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||
| Proceeds from issue of debt securities | - | 326,047 |
| Dividends paid | (484,542) | - |
| Dividends paid by subsidiary to non-controlling interest | (2,345) | (1,559) |
| Purchase of treasury shares | (2,852) | - |
| Repayment of debt securities issued | (51,195) | (48,996) |
| Repayment of subordinated debt | - | (59,103) |
| Net cash inflow/(outflow) from financing activities | (540,934) | 216,389 |
| Effect of changes in foreign exchange rate on cash and cash equivalents | 10,449 | (10,433) |
| NET DECREASE IN CASH AND CASH EQUIVALENTS | (313,832) | (117,951) |
| CASH AND CASH EQUIVALENTS, beginning of period | 820,466 | 619,470 |
| CASH AND CASH EQUIVALENTS, end of period | 506,634 | 501,519 |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
- 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.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 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. On 28 July 2025, USD 526.9 million, Deferred Cash Consideration on Hepsiburada acquisition, was paid to the Sellers in cash, the Group holds 66.35% of the voting rights in Hepsiburada. At the time the financial statements were authorised 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 authorised for issue, the agreement is subject to customary closing conditions and receipt of regulatory approval by certain Turkish government agencies.
On 10 September 2025 the Group has signed an agreement on sale of Portmone Group to an unrelated third party. The transaction does not represent a separate major line of business or geographical area, and is not presented as discontinued operations in accordance with IFRS 5 in these financial statements. As a result, no material gain/loss was recognised by the Group as net assets approximated the fair value of consideration received. Portmone Group was part of the Group’s Payments segment.
The shareholders are as follows:
| 31 December | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| % | % | |
| Baring Funds* | 24.69 | 23.44 |
| Mikheil Lomtadze | 22.60 | 22.51 |
| Vyacheslav Kim | 21.40 | 21.20 |
| Public Investors | 27.67 | 28.98 |
| Management | 3.64 | 3.87 |
| Total | 100.00 | 100.00 |
*As at 31 December 2024 and 30 September 2025, Asia Equity Partners Limited held 8.73% and 7.56% of total shares respectively, Fintech Partners Limited held 9.50% and 9.46% of total shares respectively, Baring Fintech Nexus Limited held 6.45% and 0% of total shares respectively, and European Investors Limited held 0% and 6.42% of total shares respectively, on behalf of Baring Funds.
This interim condensed consolidated financial information was approved on 13 November 2025.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
- 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.
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 | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| KZT/USD | 525.11 | 549.06 |
| KZT/EUR | 546.74 | 644.87 |
| KZT/TRY | - | 13.23 |
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.
- 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.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
New and revised IFRS Standards in issue but not yet effective
At the date of authorization 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<br><br>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.
- 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.
| Nine months ended | Nine months ended | Three months ended | Three months ended | |
|---|---|---|---|---|
| 30 September | 30 September | 30 September | 30 September | |
| 2024 | 2025 | 2024 | 2025 | |
| REVENUE | 1,801,805 | 2,899,526 | 649,754 | 1,110,174 |
| Fee revenue | 946,900 | 1,202,055 | 342,212 | 433,872 |
| Interest revenue | 773,757 | 1,138,270 | 283,620 | 429,237 |
| Retail revenue | 115,216 | 585,597 | 39,542 | 250,275 |
| Rewards | (39,405) | (41,600) | (12,782) | (14,622) |
| Other gains/(losses) | 5,337 | 15,204 | (2,838) | 11,412 |
Revenue by segments is presented below:
| Nine months<br><br>ended | Nine months<br><br>Ended | Three months<br><br>ended | Three months<br><br>ended | |
|---|---|---|---|---|
| 30 September | 30 September | 30 September | 30 September | |
| 2024 | 2025 | 2024 | 2025 | |
| Payments | 421,293 | 480,817 | 155,980 | 172,130 |
| Payments fee revenue | 328,450 | 373,839 | 121,027 | 132,639 |
| Interest revenue | 92,843 | 106,978 | 34,953 | 39,491 |
| Marketplace | 497,996 | 1,357,750 | 178,940 | 549,317 |
| Marketplace fee revenue | 379,858 | 690,195 | 137,377 | 264,662 |
| Retail revenue | 115,216 | 585,597 | 39,542 | 250,275 |
| Interest revenue | 1,882 | 52,084 | 1,882 | 20,683 |
| Other gains | 1,040 | 29,874 | 139 | 13,697 |
| Fintech | 929,691 | 1,123,244 | 331,605 | 409,716 |
| Interest revenue | 680,757 | 992,929 | 248,510 | 372,966 |
| Fintech fee revenue | 244,637 | 144,985 | 86,072 | 39,035 |
| Other gains/(losses) | 4,297 | (14,670) | (2,977) | (2,285) |
| Intergroup | (7,770) | (20,685) | (3,989) | (6,367) |
| Segment Revenue | 1,841,210 | 2,941,126 | 662,536 | 1,124,796 |
| Rewards | (39,405) | (41,600) | (12,782) | (14,622) |
| REVENUE | 1,801,805 | 2,899,526 | 649,754 | 1,110,174 |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
For the nine months ended 30 September 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 nine months ended 30 September 2025, marketplace revenue attributable to Türkiye, include marketplace fee revenue of KZT 210,140 million, retail revenue of KZT 434,003 million, interest revenue of KZT 41,844 million and other gains of KZT 29,071 million which are gains on the net monetary position. For the nine months ended 30 September 2025, rewards attributable to Türkiye is KZT 9,355 million.
For the three months ended 30 September 2025, marketplace revenue attributable to Türkiye, include marketplace fee revenue of KZT 93,436 million, retail revenue of KZT 198,595 million, interest revenue of KZT 17,954 million and other gains of KZT 13,279 million which are gains on the net monetary position. For the three months ended 30 September 2025, rewards attributable to Türkiye is KZT 4,422 million.
Other gains (losses) are mainly due to net gains (losses) on foreign exchange operations, financial assets and liabilities. For the nine months ended 30 September 2024 and 2025, the net gains (losses) on foreign exchange operations were KZT 1,844 million and KZT (12,374) million, respectively. For the three months ended 30 September 2024 and 2025, net gains (losses) on foreign exchange operations were KZT 399 million and KZT (13,780) million, respectively.
For the nine months ended 30 September 2024 and 2025, the net gains (losses) on financial assets and liabilities were KZT 1,781 million and KZT (7,545) million, respectively. For the three months ended 30 September 2024 and 2025, net gains (losses) on financial assets and liabilities were KZT (3,555) million and KZT 8,641 million, respectively.
Fee revenue and retail revenue are presented by timing of revenue recognition in the table below:
| Nine months ended | Nine months ended | Three months ended | Three months ended | |
|---|---|---|---|---|
| 30 September | 30 September | 30 September | 30 September | |
| 2024 | 2025 | 2024 | 2025 | |
| Goods and services transferred at point in time | 799,552 | 1,608,072 | 289,500 | 632,918 |
| Payments fee revenue - Transaction Revenue | 304,478 | 347,093 | 112,581 | 123,521 |
| Marketplace fee revenue - Seller Fees | 379,858 | 675,382 | 137,377 | 259,122 |
| Retail revenue | 115,216 | 585,597 | 39,542 | 250,275 |
| Goods and services transferred over time | 268,609 | 186,544 | 94,518 | 53,693 |
| Payments fee revenue - Membership Revenue | 23,972 | 26,746 | 8,446 | 9,118 |
| Marketplace fee revenue - Membership revenue | - | 14,813 | - | 5,540 |
| Fintech fee revenue - Membership Revenue | 2,589 | 2,317 | 869 | 791 |
| Fintech fee revenue - Fintech banking service fees | 242,048 | 142,668 | 85,203 | 38,244 |
| TOTAL FEE AND RETAIL REVENUE | 1,068,161 | 1,794,616 | 384,018 | 686,611 |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
- Segment Reporting
The Group reports its business in three operating segments.
The following tables present the summary of each segments’ revenue and net income:
| Nine months ended<br><br>30 September<br><br>2024 | Nine months ended<br><br>30 September<br><br>2025 | Three months ended<br><br>30 September<br><br>2024 | Three months ended<br><br>30 September<br><br>2025 | |
|---|---|---|---|---|
| SEGMENT REVENUE | 1,841,210 | 2,941,126 | 662,536 | 1,124,796 |
| Payments | 421,293 | 480,817 | 155,980 | 172,130 |
| Marketplace | 497,996 | 1,357,750 | 178,940 | 549,317 |
| Fintech | 929,691 | 1,123,244 | 331,605 | 409,716 |
| Intergroup | (7,770) | (20,685) | (3,989) | (6,367) |
| NET INCOME | 740,433 | 790,724 | 274,376 | 278,046 |
| Payments | 272,195 | 319,027 | 102,551 | 115,191 |
| Marketplace | 232,761 | 211,717 | 83,873 | 61,798 |
| Fintech | 235,477 | 259,980 | 87,952 | 101,057 |
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:
| Nine months ended<br><br>30 September<br><br>2024 | Nine months ended<br><br>30 September<br><br>2025 | Three months<br><br>Ended<br><br>30 September<br><br>2024 | Three months ended<br><br>30 September<br><br>2025 | |
|---|---|---|---|---|
| SHARE-BASED COMPENSATION | (11,666) | (6,387) | (3,888) | (2,100) |
| Payments | (4,405) | (2,467) | (1,470) | (816) |
| Marketplace | (1,506) | (1,371) | (510) | (456) |
| Fintech | (5,755) | (2,549) | (1,908) | (828) |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
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:
| Nine months ended<br><br>30 September<br><br>2024 | Nine months ended<br><br>30 September<br><br>2025 | Three months ended<br><br>30 September<br><br>2024 | Three months ended<br><br>30 September<br><br>2025 | |
|---|---|---|---|---|
| SEGMENT REVENUE | 1,841,210 | 2,941,126 | 662,536 | 1,124,796 |
| Kazakhstan & Other | 1,841,210 | 2,216,711 | 662,536 | 797,110 |
| Türkiye | - | 724,415 | - | 327,686 |
| NET INCOME | 740,433 | 790,724 | 274,376 | 278,046 |
| Kazakhstan & Other | 740,433 | 841,928 | 274,376 | 306,651 |
| Türkiye | - | (51,204) | - | (28,605) |
| 31 December | 30 September | |||
| --- | --- | --- | ||
| 2024 | 2025 | |||
| NON-CURRENT ASSETS | 284,909 | 448,030 | ||
| Kazakhstan & Other | 284,909 | 356,561 | ||
| Türkiye | - | 91,469 |
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.
- Costs and operating expenses
| Nine months ended | Nine months ended | Three months ended | Three months ended | |
|---|---|---|---|---|
| 30 September | 30 September | 30 September | 30 September | |
| 2024 | 2025 | 2024 | 2025 | |
| COSTS AND OPERATING EXPENSES | (903,108) | (1,923,604) | (316,441) | (763,660) |
| Interest expenses | (451,521) | (647,464) | (158,937) | (246,110) |
| Transaction expenses | (21,418) | (24,335) | (8,009) | (8,090) |
| Cost of goods and services | (212,147) | (823,620) | (76,449) | (343,955) |
| Technology & product development | (80,212) | (151,838) | (27,538) | (58,052) |
| Sales & marketing | (31,058) | (95,917) | (10,651) | (43,927) |
| General & administrative expenses | (22,458) | (56,598) | (7,293) | (22,122) |
| Provision expenses (Note 7) | (84,294) | (123,832) | (27,564) | (41,404) |
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.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
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 nine months ended 30 September 2025, costs and operating expenses attributable to Türkiye, include interest expenses of KZT 90,995 million, cost of goods and services were KZT 530,641 million, technology & product development were KZT 50,535 million, sales & marketing were KZT 53,860 million, general & administrative expenses were KZT 29,396 million.
For the three months ended 30 September 2025, costs and operating expenses attributable to Türkiye, include interest expenses of KZT 43,574 million, cost of goods and services were KZT 240,690 million, technology & product development were KZT 21,702 million, sales & marketing were KZT 29,266 million, general & administrative expenses were KZT 13,100 million.
Employee benefits, depreciation and amortisation expenses and operating lease expenses are presented as follows:
| Nine months ended | Nine months ended | ||||||
|---|---|---|---|---|---|---|---|
| 30 September 2024 | 30 September 2025 | ||||||
| Employee benefits | Depreciation & amortisation | Operating <br>lease | Employee benefits | Depreciation & amortisation | Operating lease | ||
| Cost of goods and services | (21,233) | - | (955) | (58,510) | - | (1,145) | |
| Technology & product development | (40,292) | (18,374) | (4,050) | (61,610) | (49,564) | (10,859) | |
| Sales & marketing | (2,126) | - | (114) | (5,296) | - | (176) | |
| General & administrative expenses | (12,713) | (2,953) | (736) | (28,105) | (8,702) | (2,816) | |
| Total | (76,364) | (21,327) | (5,855) | (153,521) | (58,266) | (14,996) |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
| Three months ended | Three months ended | ||||||
|---|---|---|---|---|---|---|---|
| 30 September 2024 | 30 September 2025 | ||||||
| Employee benefits | Depreciation & amortisation | Operating <br>lease | Employee benefits | Depreciation & amortisation | Operating lease | ||
| Cost of goods and services | (7,364) | - | (329) | (22,437) | - | (389) | |
| Technology & product development | (13,846) | (6,217) | (1,503) | (22,480) | (20,074) | (4,203) | |
| Sales & marketing | (733) | - | (45) | (2,073) | - | (36) | |
| General & administrative expenses | (4,195) | (1,031) | (220) | (11,513) | (3,378) | (1,250) | |
| Total | (26,138) | (7,248) | (2,097) | (58,503) | (23,452) | (5,878) |
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:
| Nine months<br><br>ended | Nine months<br><br>ended | Three months<br><br>ended | Three months<br><br>ended | |
|---|---|---|---|---|
| 30 September | 30 September | 30 September | 30 September | |
| 2024 | 2025 | 2024 | 2025 | |
| SHARE-BASED COMPENSATION | (11,666) | (6,387) | (3,888) | (2,100) |
| Cost of goods and services | (988) | (463) | (330) | (160) |
| Technology & product development | (6,705) | (4,317) | (2,235) | (1,418) |
| Sales & marketing | (406) | (176) | (136) | (63) |
| General & administrative expenses | (3,567) | (1,431) | (1,187) | (459) |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
- Provision expenses
The movements in loss allowance for the nine months ended 30 September 2024 were as follows:
| Loans to customers | Due from banks | Financial <br>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 <br>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 | 25,849 | (4,343) | (21,506) | - | - | - | - | - | - | - | - | - |
| -Transfer to Stage 2 | (9,409) | 17,655 | (8,246) | - | - | - | - | - | - | - | - | - |
| -Transfer to Stage 3 | (21,498) | (8,158) | 29,656 | - | - | - | - | - | - | - | - | - |
| Net changes, resulting from changes in credit risk parameters | (29,401) | 2,882 | 50,637 | 1,152 | 1 | 167 | (18) | (548) | 39 | 1,468 | (11) | 26,368 |
| New assets issued or acquired | 69,082 | - | - | - | - | 120 | - | - | - | - | - | 69,202 |
| Repaid assets (except for write-off) | (24,238) | (1,300) | (8,208) | - | - | - | - | - | - | - | - | (33,746) |
| Modification effect | - | - | 22,470 | - | - | - | - | - | - | - | - | 22,470 |
| Total effect on Consolidated Statements of Profit or Loss | 15,443 | 1,582 | 64,899 | 1,152 | 1 | 287 | (18) | (548) | 39 | 1,468 | (11) | 84,294 |
| Write-off, net of recoveries / recoveries | (44,175) | - | - | - | - | - | - | 565 | - | (43,610) | ||
| Foreign exchange difference | (3) | - | - | - | - | - | - | - | - | (3) | ||
| As at 30 September 2024 | 70,324 | 23,026 | 186,667 | 1,413 | 7 | 401 | 140 | 588 | 62 | 7,673 | 24 | 290,325 |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
The movements in loss allowance for the nine months ended 30 September 2025 were as follows:
| Loans to customers | Due from<br><br>banks | Financial <br>assets at FVTOCI | Cash and cash<br><br>equivalents | Other <br>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 <br>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 | 28,004 | (3,542) | (24,462) | - | - | - | - | - | - | - | - | - |
| -Transfer to Stage 2 | (6,847) | 13,309 | (6,462) | - | - | - | - | - | - | - | - | - |
| -Transfer to Stage 3 | (25,779) | (14,470) | 40,249 | - | - | - | - | - | - | - | - | - |
| Net changes, resulting from changes in credit risk parameters | (40,672) | 10,920 | 90,854 | (455) | 1 | (72) | (49) | (70) | (35) | 3,824 | - | 64,246 |
| New assets issued | 62,749 | - | - | - | - | 5 | - | - | - | - | - | 62,754 |
| Repaid assets (except for write-off) | (27,442) | (1,992) | (9,597) | - | - | (75) | - | - | - | - | - | (39,106) |
| Modification effect | - | - | 35,938 | - | - | - | - | - | - | - | - | 35,938 |
| Total effect on Consolidated Statements of Profit or Loss | (5,365) | 8,928 | 117,195 | (455) | 1 | (142) | (49) | (70) | (35) | 3,824 | - | 123,832 |
| Write-off, net of recoveries / recoveries | - | - | (70,066) | - | - | - | - | - | - | - | - | (70,066) |
| On acquisition of subsidiary | 539 | 856 | 2,783 | - | - | - | - | - | - | (162) | - | 4,016 |
| Other changes | (96) | (133) | (584) | - | - | - | - | - | - | 855 | - | 42 |
| Foreign exchange difference | - | - | (3) | - | - | - | - | - | - | - | - | (3) |
| As at 30 September 2025 | 67,977 | 27,326 | 252,409 | 1,730 | 8 | 309 | 91 | 517 | 7 | 13,087 | - | 363,461 |
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 30 September 2025, the allowance for impairment losses on financial assets at FVTOCI of KZT 1,178 million and
KZT 917 million, respectively, is included in the ‘Revaluation reserve of financial assets and other reserves’ within equity.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
- 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 nine months ended 30 September 2025. For the purpose of diluted earnings per share calculation, the Group considers dilutive effects of share-based compensation.
| 30 September | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| Net income attributable to the shareholders of the Company | 727,843 | 788,801 |
| Weighted average number of common shares for basic earnings per share | 189,770,380 | 190,531,074 |
| Weighted average number of common shares for diluted earnings per share | 191,225,640 | 191,355,321 |
| Earnings per share – basic (KZT) | 3,835 | 4,140 |
| Earnings per share – diluted (KZT) | 3,806 | 4,122 |
Reconciliation of the number of shares used for basic and diluted earnings per share:
| 30 September | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| Weighted average number of common shares for basic earnings per share | 189,770,380 | 190,531,074 |
| Number of potential common shares attributable to share-based compensation | 1,455,260 | 824,247 |
| Weighted average number of common shares for diluted earnings per share | 191,225,640 | 191,355,321 |
- Cash and cash equivalents
| 31 December | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| Cash on hand | 197,002 | 184,678 |
| Current accounts with other banks | 108,246 | 223,892 |
| Short-term deposits with other banks | 314,222 | 92,949 |
| Total cash and cash equivalents | 619,470 | 501,519 |
Cash on hand includes cash balances with ATMs and cash in transit.
As at 31 December 2024 and 30 September 2025, current accounts and short-term deposits with NBRK are KZT 192,102 million and KZT Nil, respectively.
As at 31 December 2024 and 30 September 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 37,672 million, respectively.
During the reporting period NBRK increased the requirements of mandatory cash balances for Bank’s liabilities denominated in national and foreign currencies from 0-2% to 3.5% and from 1-3% to 10%, respectively.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
- Investment securities and derivatives
Investment securities and derivatives comprise:
| 31 December | 30 September | |||
|---|---|---|---|---|
| 2024 | 2025 | |||
| Total financial assets at FVTOCI | 1,489,682 | 1,270,186 | ||
| Total financial assets at FVTPL | 17,149 | 35,821 | ||
| Total financial assets at amortised cost | - | 2,314 | ||
| Total investment securities and derivatives | 1,506,831 | 1,308,321 | ||
| Financial assets at FVTOCI comprise: | ||||
| 31 December<br>2024 | 30 September<br><br>2025 | |||
| Debt securities | 1,489,205 | 1,269,730 | ||
| Equity investments | 477 | 456 | ||
| Total financial assets at FVTOCI | 1,489,682 | 1,270,186 | ||
| Interest <br>rate, % | 31 December <br>2024 | Interest <br>rate, % | 30 September <br>2025 | |
| --- | --- | --- | --- | --- |
| Debt securities | ||||
| Bonds of the Ministry of Finance of <br>the Republic of Kazakhstan | 0.60-16.70 | 1,192,962 | 0.60-15.35 | 814,620 |
| Sovereign bonds of foreign countries | 0.63-4.13 | 3,475 | 0.63-4.88 | 291,554 |
| Corporate bonds | 2.00-15.88 | 292,364 | 2.00-14.95 | 163,556 |
| Discount notes of the NBRK | 14.62 | 404 | - | - |
| Total debt securities | 1,489,205 | 1,269,730 |
Debt securities are graded according to their external credit ratings issued by an international rating agency, such as Standard and Poor’s, Fitch and Moody’s Investors Services and are graded as follows:
| A- and<br><br>higher | BBB+ to BBB- | BB+<br><br>to B- | Not<br><br>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 30 September 2025 | 319,591 | 904,380 | 2,565 | 43,194 | 1,269,730 |
Financial assets at FVTPL comprise:
| 31<br><br>December | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| Derivative financial instruments | 17,149 | 9,533 |
| Investment funds | - | 22,890 |
| Debt securities | - | 3,398 |
| Total financial assets at FVTPL | 17,149 | 35,821 |
As at 30 September 2025, financial assets at FVTPL included swap and spot instruments of KZT 5,739 million (31 December 2024: KZT 4,923 million) with a notional amount of KZT 42,946 million (31 December 2024: KZT 139,659 million) and forwards of KZT 3,794 million (31 December 2024: KZT 12,226 million) with a notional amount of KZT 293,969 million (31 December 2024: KZT 274,327 million).
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
As at 30 September 2025, financial liabilities at FVTPL included swap and spot instruments of KZT 191 million (31 December 2024: KZT 133 million) with a notional amount of KZT 42,944 million (31 December 2024: KZT 139,696 million) and forwards of KZT 26 million (31 December 2024: KZT 129 million) with a notional amount of KZT 295,536 million (31 December 2024: KZT 269,387 million).
As at 31 December 2024 and 30 September 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 58,849 million, respectively (Note 12).
- Loans to customers
| 31 December | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| Gross loans to customers | 6,042,443 | 7,150,991 |
| Less: allowance for impairment losses (Note 7) | (295,843) | (349,442) |
| Total loans to customers | 5,746,600 | 6,801,549 |
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 nine months ended 30 September 2024 and 2025 are disclosed in Note 7.
As at 31 December 2024 and 30 September 2025, accrued interest of KZT 68,558 million and KZT 97,996 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<br><br>Gross NPLs | |
|---|---|---|---|
| As at 31 December 2024 | 327,730 | 295,843 | 90% |
| As at 30 September 2025 | 428,226 | 349,442 | 82% |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
Provision expenses on loans to customers:
| Nine months<br><br>ended | Nine months<br><br>ended | Three months<br><br>ended | Three months<br><br>ended | |
|---|---|---|---|---|
| 30 September | 30 September | 30<br><br>September | 30<br><br>September | |
| 2024 | 2025 | 2024 | 2025 | |
| Provision expenses on loans to customers | (83,076) | (120,303) | (27,036) | (40,331) |
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 <br>ECL | Lifetime <br>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 <br>ECL | Lifetime <br>ECL | POCI | Total | |
| Gross loans to customers | 6,355,648 | 121,668 | 653,644 | 20,031 | 7,150,991 |
| Less: allowance for impairment losses | (67,977) | (27,326) | (252,409) | (1,730) | (349,442) |
| Carrying amount as at 30 September 2025 | 6,287,671 | 94,342 | 401,235 | 18,301 | 6,801,549 |
During the nine months ended 30 September 2024 and 2025, the Group has restructured loans to customers, which were classified as NPLs, in the amount of KZT 93,601 million and KZT 137,292 million, respectively, by providing an interest free extended repayment schedule.
During the nine months ended 30 September 2024 and 2025, KZT 41,577 million and KZT 77,659 million, respectively, of restructured loans were collected.
As at 31 December 2024 and 30 September 2025, the Group’s restructured loans in Stage 3 amounted to the gross carrying amount of KZT 94,556 million and KZT 136,726 million, respectively.
As at 31 December 2024 and 30 September 2025, the Group’s restructured loans in Stage 2 amounted to the gross carrying amount of KZT 18,009 million and KZT 20,838 million, respectively.
As at 31 December 2024 and 30 September 2025, the Group’s restructured loans in Stage 1 amounted to the gross carrying amount of KZT 15,364 million and KZT 22,557 million, respectively.
As at 31 December 2024 and 30 September 2025, the Group’s restructured loans recognised as POCI amounted to the gross carrying amount of KZT 23,136 million and KZT 20,031 million, respectively.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
- Due to banks
| 31<br><br>December | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| Recorded at amortised cost: | ||
| Repurchase agreements | 24,151 | 58,849 |
| Time deposits of banks and other financial institutions | 323 | 23,007 |
| Total due to banks | 24,474 | 81,856 |
As at 31 December 2024 and 30 September 2025, accrued interest of KZT 67 million and KZT 656 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 30 September 2025, amounted to KZT 24,474 million and KZT 58,849 million, respectively.
- Customer accounts
| 31<br><br>December | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| Individuals | ||
| Term deposits | 5,328,125 | 5,827,586 |
| Current accounts | 921,913 | 832,655 |
| Total due to individuals | 6,250,038 | 6,660,241 |
| Corporate customers | ||
| Term deposits | 106,010 | 140,995 |
| Current accounts | 205,902 | 208,848 |
| Total due to corporate customers | 311,912 | 349,843 |
| Total customer accounts | 6,561,950 | 7,010,084 |
As at 31 December 2024 and 30 September 2025, accrued interest of KZT 51,212 million and KZT 61,619 million, respectively, was included in term deposits within customer accounts.
As at 31 December 2024 and 30 September 2025, customer accounts of KZT 83,654 million and KZT 67,401 million, respectively, were held as prepayments on loans to customers.
As at 31 December 2024 and 30 September 2025, customer accounts of KZT 76,413 million (1.16% of total customer accounts) and KZT 93,546 million (1.33% of total customer accounts), respectively, were due to the top twenty customers.
As at 31 December 2024 and 30 September 2025, customer accounts were predominately denominated in KZT, comprising 91% and 92%, respectively.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
- 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:
| 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 |
| 30 September 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 summarises the details of the GDR buyback programs:
| Start date | Maturity <br>date | Number of GDRs acquired | Total<br><br>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 |
| 30 September 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<br><br>fully paid shares | Treasury <br>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 30 September 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.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
During the nine months ended 30 September 2024 and 2025, the Group declared dividends of
KZT 850 and KZT Nil per ordinary share for the total amount of KZT 484,542 million and
KZT Nil, respectively.
- 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, incentivise 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 | 30 September | |
|---|---|---|
| 2024 | 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 summarises the details of the ADS options outstanding:
| 31 December | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| (ADSs) | (ADSs) | |
| Outstanding at the beginning of the period | 2,202,438 | 1,598,230 |
| Granted | 142,970 | - |
| Forfeited | - | (5,190) |
| Exercised | (747,178) | (768,793) |
| Expired | - | - |
| Outstanding at the end of the period | 1,598,230 | 824,247 |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
The following table represents Share-based compensation reserve outstanding:
| Share-Based<br><br>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 | 6,387 |
| ADS options exercised | (19,281) |
| 30 September 2025 | 18,880 |
Fair value of financial instruments
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.
- 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<br><br>as at<br><br>31 December<br><br>2024 | Fair value as at<br><br>30 September<br><br>2025 | Fair value hierarchy | Valuation technique(s) and key input(s) |
|---|---|---|---|---|
| Non-derivative financial assets at FVTOCI <br>(Note 10) | 22,898 | 314,812 | Level 1 | Quoted prices in an active market. |
| Non-derivative financial assets at FVTOCI <br>(Note 10) | 1,463,463 | 951,510 | Level 2 | Quoted prices in markets that are not active. |
| Non-derivative financial assets at FVTOCI <br>(Note 10) | 3,261 | 3,798 | Level 3 | DCF method with weighted average discount ratio 14.1% |
| Unlisted equity investments classified as financial assets at FVTOCI (Note 10) | 60 | 66 | 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 | 9,533 | 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) | - | 22,890 | Level 2 | Quoted prices in markets that are not active. |
| Debt securities (Note 10) | - | 3,398 | Level 2 | Quoted prices in markets that are not active. |
| Derivative financial liabilities (Note 10) | 262 | 217 | 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.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
As at 30 September 2025, the fair value of the investment securities in Level 2 includes short-term and long-term sovereign debt securities of KZT 228,735 million and KZT 570,106 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 | 537 | 537 |
| Purchases | - | - |
| Issues | - | - |
| Disposals/settlements | - | - |
| Transfer into level 3 | - | - |
| Transfers out of level 3 | - | - |
| 30 September 2025 | 3,798 | 3,798 |
During the nine months ended 30 September 2025, there were no transfers between Level 1, Level 2 and Level 3.
- 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<br><br>amount | Fair<br><br>value | Fair value<br><br>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 |
| 30 September 2025 | |||
| --- | --- | --- | --- |
| Carrying<br><br>amount | Fair<br><br>value | Fair value<br><br>hierarchy | |
| Due from banks | 46,969 | 46,247 | Level 2 |
| Loans to customers | 6,801,549 | 6,774,460 | Level 3 |
| Due to banks | 81,856 | 81,856 | Level 2 |
| Customer accounts | 7,010,084 | 6,941,420 | Level 2 |
| Debt securities issued | 356,010 | 368,713 | Level 2 |
| Subordinated debt | 188 | 188 | Level 2 |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 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.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
- 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 | 30 September 2025 | |||
|---|---|---|---|---|
| Transactions with related parties | Total<br><br>category<br><br>as per<br><br>financial statements captions | Transactions with related parties | Total<br><br>category<br><br>as per<br><br>financial statements captions | |
| Consolidated statements of financial position | ||||
| Gross loans to customers | 1,103 | 6,042,443 | 534 | 7,150,991 |
| - entities controlled by the key management personnel of the Group | 1,103 | 534 | ||
| Other assets | 1,955 | 106,094 | 3,202 | 200,928 |
| - entities controlled by the key management personnel of the Group | 1,955 | 3,202 | ||
| Due to banks | - | 24,474 | 5 | 81,856 |
| - entities controlled by the key management personnel of the Group | - | - | 5 | |
| Customer accounts | 12,120 | 6,561,950 | 15,655 | 7,010,084 |
| - entities controlled by the key management personnel of the Group | 2,846 | 1,784 | ||
| - key management personnel of the Group | 9,146 | 13,851 | ||
| - other related parties | 128 | 20 | ||
| Other liabilities | 963 | 81,896 | 4,377 | 187,647 |
| - entities controlled by the key management personnel of the Group | 963 | 4,377 |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
| 30 September 2024 | 30 September 2025 | ||||
|---|---|---|---|---|---|
| Transactions with related parties | Total <br>category <br>as per financial statements caption | Transactions with related parties | Total <br>category <br>as per <br>financial statements caption | ||
| Consolidated Statements of Profit or Loss | |||||
| Net fee revenue | 3,199 | 907,495 | 3,199 | 1,160,455 | |
| - entities controlled by the key management personnel of the Group | 3,075 | 3,066 | |||
| - key management personnel <br>of the Group | 124 | 133 | |||
| Interest revenue | 157 | 773,757 | 118 | 1,138,270 | |
| - other related parties | 157 | 118 | |||
| COSTS AND OPERATING EXPENSES | |||||
| Interest expense | (490) | (451,521) | (708) | (647,464) | |
| - entities controlled by the key management personnel of the Group | (5) | (44) | |||
| - key management personnel of the Group | (484) | (662) | |||
| - other related parties | (1) | (2) | |||
| Transaction expenses | (134) | (21,418) | (216) | (24,335) | |
| - entities controlled by the key management personnel of the Group | (134) | (216) | |||
| Cost of goods and services | (4,856) | (212,147) | (5,027) | (823,620) | |
| - entities controlled by the key management personnel of the Group | (4,856) | (5,027) |
During the nine months ended 30 September 2024 and 2025, the total value of goods purchased from entities controlled by the key management personnel was KZT 4,312 million and KZT 5,076 million, respectively, from which KZT 4,356 million and KZT 4,726 million, respectively, was recognised in cost of goods and services.
During the nine months ended 30 September 2024 and 2025, the total value of Property, equipment and intangible assets purchased from entities controlled by the key management personnel was KZT 1,026 million and KZT 2,967 million, respectively.
Compensation to directors and other members of key management is presented as follows:
| Nine months ended<br><br>30 September 2024 | Nine months ended<br><br>30 September 2025 | ||
|---|---|---|---|
| Transactions with related parties | Total category as per financial statements captions | Transactions with related parties | Total category as per financial statements captions |
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 2025 (Unaudited)
(in millions of KZT)
| Compensation to key management personnel: | ||||
|---|---|---|---|---|
| Employee benefits | (322) | (76,364) | (429) | (153,521) |
| Share-based compensation | (1,362) | (11,666) | (29) | (6,387) |
- 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 | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| Tier 1 capital (k1.2) | 17.6% | 19.5% |
| Total capital (k.2) | 18.3% | 19.5% |
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 | 30 September | |
|---|---|---|
| 2024 | 2025 | |
| Tier 1 capital (k1.2) | 12.6% | 12.6% |
| Total capital (k.2) | 12.7% | 12.6% |
- Business combination
On 29 January 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.
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.
Joint Stock Company Kaspi.kz
Notes to the Interim Condensed Consolidated Financial Information (continued)
For the three and nine months ended 30 September 2024 and 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 | 596,796 |
|---|---|
| Plus: Non-controlling interests | 17,260 |
| Less: Fair value of identifiable net assets acquired | (49,899) |
| Foreign exchange translation differences | 36,117 |
| Goodwill on acquisition | 600,274 |
Based on a provisional assessment of net assets, the Group has recognised goodwill on the acquisition transaction which amounted to KZT 600,274 million. The goodwill on acquisition is primarily related to sales growth from future product and service offerings, new customers and expected synergies from the combination, together with certain intangible assets, such as trademark, customer base. None of the goodwill is expected to be deductible for income tax purposes.
The acquired business contributed revenues of KZT 729,401 million and net loss of
KZT 34,018 million to the Group for the period from 29 January 2025 to 30 September 2025. If the acquisition had occurred on 1 January 2025, consolidated pro-forma revenue and net loss for the period ended 30 September 2025 would have been KZT 813,517 million and KZT 33,176 million, respectively.
- Subsequent events
On 8 November 2025, the Board of Directors approved new share buyback program for up to USD 100 million.
On 11 November 2025, the Board of Directors approved the increase of Group’s ownership in Hepsiburada through the direct repurchase of 10,000,000 shares for USD 29.5 million.