HONG KONG,Nov. 13,2024 -- Tencent Holdings Limited (HKEX: 00700 (HKD Counter) and 80700 (RMB Counter),"Tencent" or the "Company"),a world-leading Internet and technology company in China,today announced the unaudited consolidated results for the third quarter ("3Q2024") ended Sep 30,2024.

Mr. Ma Huateng,Chairman and CEO of Tencent,said,"During the third quarter of 2024,we delivered robust revenue growth in our games business,underpinned by consistent performance of evergreen games globally and contributions from new games with evergreen potential. We upgraded our eCommerce strategy around Mini Shops,to create a unified and trustworthy transaction experience spanning the entire Weixin ecosystem. We are increasingly seeing tangible benefits of deploying AI across our products and operations including marketing services and cloud,and will continue investing in AI technology,tools and solutions that assist users and partners."

3Q2024 Financial Highlights

Revenues: +8% YoY;gross profit: +16% YoY; non-IFRS[1] operating profit*: +19% YoY

Total revenues were RMB167.2 billion (USD23.9 billion[2]),up 8% over the third quarter of 2023 ("YoY").

Gross profit was RMB88.8 billion (USD12.7 billion),up 16% YoY.

On a non-IFRS basis,which is intended to reflect core earnings by excluding certain one-time and/or non-cash items:

Operating profit* was RMB61.3 billion (USD8.7 billion),up 19% YoY. Operating margin* increased to 37% from 33% last year.

Profit for the period was RMB60.9 billion (USD8.7 billion),up 33% YoY.

Profit attributable to equity holders of the Companyfor the quarter was RMB59.8 billion (USD8.5 billion),up 33% YoY.

Basic earnings per share were RMB6.475. Diluted earnings per share were RMB6.340.

On anIFRS basis:

Operating profit* was RMB53.3 billion (USD7.6 billion),up 20% YoY. Operating margin* increased to 32% from 29% last year.

Profit for the period was RMB54.0 billion (USD7.7 billion),up 47%YoY.

Profit attributable to equity holders of the Company for the quarter was RMB53.2 billion (USD7.6 billion),up 47%YoY.

Basic earnings per share were RMB5.762. Diluted earnings per share were RMB5.644.

Total cash was RMB425.5 billion (USD60.7 billion) and free cash flow was RMB58.5 billion (USD8.3 billion),+14% YoY. Net cash position totalled RMB95.5 billion (USD13.6 billion).

Fair value of our shareholdings[3] in listed investee companies (excluding subsidiaries) totalled RMB612.5 billion (USD87.4 billion) and the carrying book value of our shareholdings in unlisted investee companies (excluding subsidiaries) was RMB327.7 billion (USD46.8 billion).

During the third quarter of 2024,the Company repurchased approximately 94.9 million shares on the Hong Kong Stock Exchange for a consideration of approximately HKD35.9 billion.

[1] Non-IFRS adjustments excludes share-based compensation,M&A related impact such asnet (gains)/losses from investee companies,amortisation of intangible assets,impairment provisions/(reversals),SSV & CPP,income tax effects and others

[2] Figures stated in USD are based on USD1 to RMB7.0074

[3] Including those held via special purpose vehicles,on an attributable basis

* Since the fourth quarter of 2023,certain items have been reclassified from above to below the operating profit line. Historical comparative figures have been restated accordingly. Please refer to the earnings announcement for details.

3Q24 Business Review and Outlook

Mini Programs' GMV grew at a high teens year-on-year rate to over RMB 2 trillion in the third quarter of 2024,benefitting from better coverage and solutions for use cases such as food ordering,electric vehicle charging and medical services.

We provided merchants with more traffic and transaction support through Mini Shops,a platform where merchants operate storefronts with indexed and standardised merchandise. Leveraging Weixin's social interactions,content platforms and payment capabilities,Mini Shops help merchants to effectively reach customers and drive sales conversions.

Utilising large language model capabilities,Weixin Search facilitated its understanding of complex queries and content,enhancing the relevance of search results. Weixin Search grew commercial queries and click-through rates year-on-year.

The QQ team has comprehensively upgraded the platform's back end infrastructure,and added and popularised new functionalities such as Tencent Channels,resulting in QQ mobile device MAU returning to year-on-year growth in the third quarter of 2024.

Music subscriptions increased 16% year-on-year to 119 million[4],benefitting from enhanced recommendation algorithms,enriched content offerings and upgraded audio quality.

Long-form video subscriptions increased 6% year-on-year to 116 million[5],benefitting from popular animated series and drama series.

Our flagship evergreen games in domestic markets,Honour of Kings and Peacekeeper Elite,delivered healthy year-on-year growth in gross receipts. Other evergreen games,Naruto Mobile and VALORANT,reached new highs in quarterly average DAU. We released Delta Force,our first multi-platform first person shooter,which achieved high average user daily time spent and retention rates,demonstrating evergreen potential.

In international markets,VALORANT expanded from PC to PlayStation and Xbox with the launch of its console version in five key international markets,contributing to the game growing gross receipts by over 30% year-on-year during the third quarter of 2024.

We released Tencent Hunyuan Turbo,an upgraded foundation model utilising a heterogeneous Mixture-of-Experts (MoE) architecture,which doubled training and inference efficiency,and halved inference cost,versus its predecessor Tencent Hunyuan Pro.

[4] The average number of subscriptions as of the last day of each month during the thirdquarter of 2024

[5] The average daily number of subscriptions for the thirdquarter of 2024; year-on-year growth rate was calculated based on restated comparative figure

Operating Metrics

As at

30September

2024

As at

30 September

2023

Year-

on-year

change

As at

30 June

2024

Quarter-on-

quarter

change

(in millions,unless specified)

Combined MAU of Weixin

and WeChat

1,382

1,336

3%

1,371

0.8%

Mobile device MAU of QQ

562

558

0.7%

571

-2%

Fee-based VAS registered

subscriptions#

265

243

9%

263

0.8%

#Adjustedto reportthe average daily number of subscriptions during the quarter,since the first quarter of 2024

3Q24 Management Discussion and Analysis

Revenues from VAS increased by 9% year-on-year to RMB82.7 billion for the third quarter of 2024. International Games revenues were RMB14.5 billion,up 9% year-on-year (or up 11% on a constant currency basis),due to robust performances from games including PUBG MOBILEand Brawl Stars. Revenue growth for International Games substantially lagged gross receipts growth,as improved retention rates for certain titles led to us elongating revenue deferral periods. Domestic Games revenues increased by 14% year-on-year to RMB37.3 billion,driven by games including VALORANT,Honour of Kings,Peacekeeper Elite and DnF Mobile. Social Networks revenues rose by 4% year-on-year to RMB30.9 billion,supported by growth in app-based game virtual item sales,music subscription revenues and Mini Games platform service fees,partially offset by a decline in music-related and games-related live streaming revenues.

Revenues from Marketing Services[6] were RMB30.0 billion for the third quarter of 2024,up 17% year-on-year,driven by robust advertiser demand for Video Accounts,Mini Programs and Weixin Search inventories and,to a lesser extent,contributions from Paris Olympics-related brand advertising. Advertising spending from the games and eCommerce categories increased year-on-year,which outweighed reduced spending from the real estate and food & beverage categories.

Revenues from FinTech and Business Services rose by 2% year-on-year to RMB53.1 billion for the third quarter of 2024. FinTech Services revenues in aggregate remained largely stable compared to the same quarter last year,within which wealth management services revenues increased year-on-year due to more users and higher aggregated customer assets while payment services revenues declined due to subdued consumption spending. Business Services revenues were up year-on-year,driven by growth in cloud services revenues and eCommerce technology service fees.

For other detailed disclosure,please refer to our website https://www.tencent.com/en-us/investors.htmlhttp://www.tencent.com/ir,or follow us via Weixin Official Account (Weixin ID: Tencent_IR).

[6] Starting this quarter,we have renamed thisrevenue segment from 'Online Advertising' to 'Marketing Services' to better represent the breadth of our marketing solutions and accompanying technology services across our online marketing properties

About Tencent

Tencent uses technology to enrich the lives of Internet users.

Our communication and social services,Weixin and QQ,connect users with each other and with digital content and services,both online and offline,making their lives more convenient. Our targeted advertising service helps advertisers reach out to hundreds of millions of consumers in China. Our FinTech and business services support partners' business growth and assist their digital upgrade.

Tencent invests heavily in talent and technological innovation,actively promoting the development of the Internet industry. Tencent was founded in Shenzhen,China,in 1998. Tencent has been listed on the Main Board of the Stock Exchange of Hong Kong since 2004.

Investor contact: IR@tencent.com

Media contact: GC@tencent.com

Non-IFRS Financial Measures

To supplement the consolidated results of the Group ("the Company and its subsidiaries") prepared in accordance with IFRS,certain additional non-IFRS financial measures (in terms of operating profit,operating margin,profit for the period,profit attributable to equity holders of the Company,basic EPS and diluted EPS) have been presented in this press release. These unaudited non-IFRS financial measures should be considered in addition to,not as a substitute for,measures of the Group's financial performance prepared in accordance with IFRS. In addition,these non-IFRS financial measures may be defined differently from similar terms used by other companies.

The Company's management believes that the non-IFRS financial measures provide investors with useful supplementary information to assess the performance of the Group's core operations by excluding certain non-cash items and certain impact of investment-related transactions. In addition,non-IFRS adjustments include relevant non-IFRS adjustments for the Group's major associates based on available published financials of the relevant major associates,or estimates made by the Company's management based on available information,certain expectations,assumptions and premises.

Forward-Looking Statements

This press release contains forward-looking statements relating to the business outlook,estimates of financial performance,forecast business plans and growth strategies of the Group. These forward-looking statements are based on information currently available to the Groupand are stated herein on the basis of the outlook at the time of this press release. They are based on certain expectations,assumptions and premises,some of which are subjective or beyond our control. These forward-looking statements may prove to be incorrect and may not be realised in the future. Underlying these forward-looking statements are a lot of risks and uncertainties. In light of the risks and uncertainties,the inclusion of forward-looking statements in this press release should not be regarded as representations by the Board or the Company that the plans and objectives will be achieved,and investors should not place undue reliance on such statements.

CONDENSED CONSOLIDATED INCOME STATEMENT

RMBin millions,unless specified

Unaudited

Unaudited

3Q2024

3Q2023

Restated*

3Q2024

2Q2024

Revenues

167,193

154,625

167,193

161,117

VAS

82,695

75,748

82,695

78,822

Marketing Services

29,993

25,721

29,993

29,871

FinTech and Business Services

53,089

52,048

53,089

50,440

Others

1,416

1,108

1,984

Cost of revenues

(78,365)

(78,102)

(78,365)

(75,222)

Gross profit

88,828

76,523

88,828

85,895

Gross margin

53%

49%

53%

53%

Selling and marketing expenses

(9,411)

(7,912)

(9,411)

(9,156)

General and administrative expenses

(29,058)

(26,289)

(29,058)

(27,491)

Other gains/(losses),net

2,974

2,026*

2,974

1,484

Operating profit

53,333

44,348*

53,333

50,732

Operating margin

32%

29 %*

32%

31%

Net gains/(losses) from investments

and others

3,066

618*

3,066

(654)

Interest income

3,996

3,509*

3,850

Finance costs

(3,531)

(2,784)

(3,531)

(3,112)

Share of profit/(loss) of associatesand

joint ventures,net

6,019

2,098

6,019

7,718

Profit before income tax

62,883

47,789

62,883

58,534

Income tax expense

(8,900)

(11,008)

(8,900)

(10,168)

Profit for the period

53,983

36,781

53,983

48,366

Attributable to:

Equity holders of the Company

53,230

36,182

53,230

47,630

Non-controlling interests

753

599

753

736

Non-IFRS operating profit

61,274

51,668*

61,274

58,443

Non-IFRS profit attributable to equity

holders of the Company

59,813

44,921

59,813

57,313

Earnings per share for profit

attributable to equity holders of

the Company

(in RMB per share)

- basic

5.762

3.828

5.762

5.112

- diluted

5.644

3.752

5.644

4.994

*Since the fourth quarter of 2023,certain items have been reclassified from above to below the operating profit line. Historical comparative figures have been restated accordingly. Please refer to the earnings announcement for details.

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

RMBin millions,unless specified

Unaudited

3Q2024

3Q2023

Profit for the period

53,781

Other comprehensive income,net of tax:

Items that may be subsequently reclassified to profit or loss

Share of other comprehensive income of associates and joint ventures

155

278

Transfer to profit or loss upon disposal of financial assets at fair value through

other comprehensive income

-

1

Net gains/(losses) from changes in fair value of financial assets at fair value

through other comprehensive income

20

(3)

Currency translation differences

(2,909)

(7,303)

Net movement in reserves for hedges

(880)

(897)

Items that will not be subsequently reclassified to profit or loss

Share of other comprehensive income of associates and joint ventures

52

564

Net gains/(losses) from changes in fair value of financial assets at fair value

through other comprehensive income

33,578

(25,417)

Currency translation differences

(153)

(720)

Net movement in reserves for hedges

19

-

29,882

(33,497)

Total comprehensive income for the period

83,865

3,284

Attributable to:

Equity holders of the Company

82,179

3,526

Non-controlling interests

1,686

(242)

OTHER FINANCIAL INFORMATION

RMBin millions,unless specified

Unaudited

3Q2024

2Q2024

3Q2023

EBITDA (a)

64,397

62,902

55,824

Adjusted EBITDA (a)

69,656

68,518

61,301

Adjusted EBITDA margin (b)

42%

43%

40%

Interest and related expenses

3,145

2,918

3,061

Net cash/(debt) (c)

95,462

71,757

36,431

Capital expenditures (d)

17,094

8,729

8,005

Note:

(a) EBITDA is calculated as operating profit minus other gains/(losses),net,and adding back depreciation of property,plant and equipment,investment properties as well as right-of-use assets,and amortisation of intangible assets and land use rights. Adjusted EBITDA is calculated as EBITDA plus equity-settled share-based compensation expenses.

(b) Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by revenues.

(c) Net cash/(debt) represents period end balance and is calculated as cash and cash equivalents,plus term deposits and others,minus borrowings and notes payable.

(d) Capital expenditures consist of additions (excluding business combinations) to property,construction in progress,investment properties,land use rights and intangible assets (excluding long-form video and music content,game licences and other content).

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

RMB in millions,unless specified

Unaudited

Audited

As at

September 30,2024

As at

December 31,2023

ASSETS

Non-current assets

Property,plant and equipment

69,583

53,232

Land use rights

23,310

17,179

Right-of-use assets

17,793

20,464

Construction in progress

12,801

13,583

Investment properties

738

570

Intangible assets

178,773

177,727

Investments in associates

266,057

253,696

Investments in joint ventures

7,113

7,969

Financial assets at fair value through profit or loss

209,200

211,145

Financial assets at fair value through other

comprehensive income

283,632

213,951

Prepayments,deposits and other assets

27,995

28,439

Other financial assets

848

2,527

Deferred income tax assets

31,214

29,017

Term deposits

70,134

29,301

1,199,191

1,058,800

Current assets

Inventories

9,823

456

Accounts receivable

47,336

46,606

Prepayments,deposits and other assets

103,135

88,411

Other financial assets

4,950

5,949

Financial assets at fair value through profit or loss

9,773

14,903

Financial assets at fair value through other

comprehensive income

2,132

-

Term deposits

197,995

185,983

Restricted cash

3,554

3,818

Cash and cash equivalents

145,468

172,320

524,166

518,446

Total assets

1,723,357

1,577,246

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (continued)

RMB in millions,2023

EQUITY

Equity attributable to equity holders of the Company

Share capital

-

-

Share premium

37,201

37,989

Treasury shares

(2,571)

(4,740)

Shares held for share award schemes

(4,976)

(5,350)

Other reserves

21,113

(33,219)

Retained earnings

861,819

813,911

912,586

808,591

Non-controlling interests

67,921

65,090

Total equity

980,507

873,681

LIABILITIES

Non-current liabilities

Borrowings

151,600

155,819

Notes payable

127,285

137,101

Long-term payables

12,227

12,169

Other financial liabilities

7,904

8,781

Deferred income tax liabilities

15,561

17,635

Lease liabilities

14,023

16,468

Deferred revenue

6,473

3,435

335,073

351,408

Current liabilities

Accounts payable

142,665

100,948

Other payables and accruals

73,036

76,595

Borrowings

42,767

41,537

Notes payable

8,403

14,161

Current income tax liabilities

19,044

17,664

Other tax liabilities

4,873

4,372

Other financial liabilities

4,823

4,558

Lease liabilities

5,583

6,154

Deferred revenue

106,583

86,168

407,777

352,157

Total liabilities

742,850

703,565

Total equity and liabilities

1,246

RECONCILIATIONSOF THE GROUP'SNON-IFRSFINANCIAL MEASURES TO THE NEAREST MEASURES PREPARED IN ACCORDANCE WITHIFRS

As

reported

Adjustments

Non-IFRS

RMB in millions,

unless specified

Share-based

compensation

(a)

Net

(gains)/losses

from investee

companies (b)

Amortisation of

intangible assets (c)

Impairment

provisions/

(reversals) (d)

SSV & CPP

(e)

Others

(f)

Income

tax effects

(g)

Unaudited three months ended 30September2024

Operating profit

53,333

6,377

–

1,324

–

240

–

–

61,274

Share of profit/(loss) of associates

and joint ventures,net

6,019

985

60

1,433

12

–

–

–

8,509

Profit for the period

53,983

7,362

(6,610)

2,757

3,788

304

–

(653)

60,931

Profit attributable to

equity holders

53,230

7,180

(6,664)

2,591

3,766

304

–

(594)

59,813

Operating margin

32%

37%

Unaudited three months ended 30 June 2024

Operating profit

50,732

6,213

–

1,305

–

190

3

–

58,443

Share of profit/(loss) of associates and

joint ventures,net

7,718

926

(91)

1,313

20

–

–

–

9,886

Profit for the period

48,366

7,139

(3,672)

2,618

3,526

1,025

3

(561)

58,444

Profit attributable to

equity holders

47,630

6,981

(3,726)

2,418

3,492

1,025

3

(510)

57,313

Operating margin

31%

36%

Unaudited three months ended 30 September 2023

Operating profit (Restated)*

44,348

5,655

–

1,434

–

231

–

–

51,668

Share of profit/(loss) of associates and

joint ventures,net

2,098

1,293

138

1,232

25

–

–

–

4,786

Profit for the period

36,781

6,948

(565)

2,666

346

301

–

(640)

45,837

Profit attributable to

equity holders

36,182

6,833

(583)

2,458

309

301

–

(579)

44,921

Operating margin (Restated)*

29%

33%

Note:

(a)Including put options granted to employees ofinvesteecompanies on their shares and shares to be issued underinvesteecompanies' share-based incentive plans which can be acquired by the Group,and other incentives

(b)Including net (gains)/losses on deemed disposals/disposals ofinvesteecompanies,fair value changes arising frominvesteecompanies,and other expenses in relation to equity transactions ofinvesteecompanies

(c)Amortisationof intangible assets resulting from acquisitions

(d)Mainly including impairment provisions/(reversals) for associates,joint ventures,goodwill and other intangible assets arising from acquisitions

(e)Mainly including donations and expenses incurred for the Group's Sustainable Social Value and Common Prosperity Programme ("SSV&CPP") initiatives

(f)Primarily non-recurring compliance-related costs and expenses incurred for certain litigation settlements of the Group and/or arising frominvesteecompanies

(g)Income tax effects ofnon-IFRSadjustments

* Since the fourth quarter of 2023,certain items have been reclassified from above to below the operating profit line. Historical comparative figures have been restated accordingly. Please refer to the earnings announcement for details.