Strategic Review
⫶ Executing on our
priorities
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In May 2023, we set out a new
roadmap to transform Vodafone along three strategic priorities:
Customers; Simplicity; and Growth. We measure our operational
progress in these areas through a consistent scorecard. In the
first six months of FY25, we have executed across a number of focus
areas, and we have summarised our progress below and in an
accompanying presentation and video Q&A available here:
investors.vodafone.com/results.
Investing in the turnaround of Germany
- Customers:
We continue to invest in the customer
experience and have increased our brand investment. Whilst
there is more to do, the number of customer detractors is falling
and we are seeing improved commercial performance.
-
Networks: We continue to
upgrade our award-winning cable network and we are now able to
market the largest Gigabit footprint in Germany, supported by our
new wholesale agreements with Deutsche Telekom and Deutsche
Glasfaser.
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Partnerships: We started
onboarding 1&1 customers to our network in August
2024.
- Transformation: We continue to make progress on the simplification of our
Germany operations. We are now halfway through the execution of our
3,100 role reduction plan and have reshaped the leadership team
with our new Commercial, Business and IT directors being
onboarded.
Vodafone Business capabilities
-
Products: Supported by
Microsoft, Google & Mastercard partnerships. SME managed
services & DaaS platforms launched.
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Capabilities: New Business
CEO & Director for Germany & Other Europe, & over 200
specialist digital sales team members.
Efficiency via simplification of shared operations &
AI
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Shared
operations: Our commercial shared
operations are now operational, with Accenture investing its first
tranche of its €150 million commitment in our partnership in
October 2024.
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Transformation
through AI: We are rolling out our
new AI-driven digital assistants to our agents, and directly to our
customers with our SuperTobi chatbot. Our AI adoption is supported
by our strategic partnerships with Microsoft &
Google.
Portfolio actions
- UK:
The Competition and Market Authority's phase 2
review is ongoing and we have made a number of commitments in
response to the CMA's provisional findings and notice of possible
remedies. The final decision is due by 7 December, with completion
expected in early 2025.
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Italy: The Competition
Authority's final decision is due by 10 December, with completion
expected in early 2025.
- Romania:
Along with Digi Romania, we have signed a
memorandum of understanding with Hellenic Telecommunications in
relation to a potential acquisition of separate parts of its
subsidiary Telekom Romania. The discussions remain at an early
stage and there is no certainty that a transaction will be
agreed.
Vodafone Investments
-
Vantage
Towers: In July, we announced the
sale of a further 10% stake in Oak Holdings GmbH, the partnership
that co-controls Vantage Towers, for €1.3 billion, achieving the
planned 50:50 joint ownership structure.
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Indus
Towers: In June, we announced that
we had sold an 18% stake in Indus Towers Limited, with the gross
proceeds of €1.7 billion used to substantially repay existing
lenders in India.
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Customers
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Simplicity
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H1 FY25
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H1 FY25
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Consumer NPS
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Germany
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YoY
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Stable
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Europe opex savings (FY23-H1
FY25)
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€ billion
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0.3
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UK
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YoY
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Increased
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Productivity (role
reductions)
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'000
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6.3
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Other Europe
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YoY
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Stable
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Shared operations NPS
(Oct'24)
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%
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86
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South Africa
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YoY
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Stable
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Employee engagement index
(Oct'24)
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%
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75
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Detractors
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Germany
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YoY
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Improved
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Growth
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UK
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YoY
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Improved
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H1 FY25
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Other Europe
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YoY
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Improved
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Organic Service revenue
growth1
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%
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4.8
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South Africa
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YoY
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Improved
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B2B organic service revenue
growth1
Organic Adjusted EBITDAaL
growth1
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%
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3.3
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Revenue market share
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%
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3.8
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Germany
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YoY
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Decreased
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Adjusted free cash
outflow1
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€ million
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(950)
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UK
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YoY
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Increased
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Pre-tax return on capital
employed1
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%
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7.2
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Other Europe
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YoY
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Increased
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South Africa
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YoY
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Stable
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Network quality
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'Very good' reliability in
all European mobile markets
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1. Non-GAAP measure. See page
49.
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Financial
Review ⫶ Africa
& Turkey driving growth
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Financial results
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Total
revenue: Increased by 1.6% to €18.3
billion in H1, as organic service revenue growth was partially
offset by adverse foreign exchange movements.
-
Service
revenue: Increased by 1.7%, on a
reported basis and increased by 4.8% on an organic basis in H1. An
anticipated slowdown in Germany was offset by growth in Other
Europe, Africa & Turkey. Vodafone Business continued to grow at
an accelerating pace during H1, supported by demand for digital
services, particularly cloud and security.
-
Operating
profit: Increased by 28.3% to €2.4
billion in H1, primarily driven by a €0.7 billion gain on the
disposal of an 18% stake in Indus Towers in Q1.
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Adjusted
EBITDAaL: Increased by 3.8% on an organic basis in H1, supported by
service revenue growth and lower energy costs in Europe.
Adjusted EBITDAaL in Germany declined by 9.3%, including a 8.2
percentage point impact related to the MDU TV law
change.
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Earnings per
share: Basic earnings per share
from continuing operations was 3.92 eurocents in H1, compared to a
basic loss per share of 0.40 eurocents in the same period of the
prior year, primarily due to higher operating profit. Adjusted
basic earnings per share was 4.84 eurocents, compared to 3.72
eurocents in the prior year.
-
Discontinued
operations: Vodafone Spain and
Vodafone Italy are reported as discontinued operations and are
therefore excluded from the results of continuing operations.
Discontinued operations are also excluded from the Group's segment
reporting. The disposal of Vodafone Spain completed on 31 May 2024.
See note 5 'Discontinued operations and assets for sale' in the
condensed consolidated financial statements for more
information."
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Re-presented2
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H1
FY251
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H1 FY24
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Reported
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€m
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€m
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change %
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Revenue
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18,276
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17,983
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1.6
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- Service revenue
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15,109
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14,861
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1.7
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- Other revenue
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3,167
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3,122
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Adjusted EBITDAaL3,4
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5,411
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5,427
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(0.3)
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Restructuring costs
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(58)
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(102)
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Interest on lease
liabilities5
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220
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217
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Loss on disposal of property, plant
and equipment and intangible assets
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(12)
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(18)
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Depreciation and amortisation of
owned assets
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(3,672)
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(3,613)
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Share of results of equity accounted
associates and joint ventures
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(40)
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(51)
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Impairment reversal
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-
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64
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Other income/(expense)
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533
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(67)
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Operating profit
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2,382
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1,857
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28.3
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Investment income
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566
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368
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Financing costs
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(843)
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(1,395)
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Profit before taxation
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2,105
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830
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Income tax expense
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(900)
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(746)
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Profit for the financial period - Continuing
operations
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1,205
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84
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Profit/(loss) for the financial period - Discontinued
operations
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16
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(239)
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Profit/(loss) for the financial period
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1,221
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(155)
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Attributable to:
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- Owners of the
parent
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1,064
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(346)
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- Non-controlling
interests
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157
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191
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Profit/(loss) for the financial period
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1,221
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(155)
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Basic earnings/(loss) per share -
Continuing operations
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3.92c
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(0.40)c
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Basic earnings/(loss) per share -
Total Group
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3.98c
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(1.28)c
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Adjusted basic earnings per
share3
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4.84c
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3.72c
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Further information is available
in a spreadsheet at investors.vodafone.com/results
Notes:
1. The H1 FY25 results
reflect average foreign exchange rates of €1:£0.85, €1:INR 90.94,
€1:ZAR 19.87, €1:TRY 35.87 and €1:EGP 52.30.
2. The results for the
six months ended 30 September 2023 have been re-presented to
reflect that the results of Vodafone Spain and Vodafone Italy are
now reported as discontinued operations. See note 5 'Discontinued
operations and assets held for sale' in the condensed consolidated
financial statements for more information.
3. Adjusted EBITDAaL
and Adjusted basic earnings per share are non-GAAP measures. See
page 49 for more information.
4. Includes
depreciation on leased assets of €1,564 million (H1 FY24: €1,504
million).
5. Reversal of
interest on lease liabilities included within Adjusted EBITDAaL
under the Group's definition of that metric, for re-presentation in
financing costs.
Cash flow, funding & dividend
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Cash from
operating activities: Increased
1.8% to €5.6 billion reflecting lower
working capital outflows compared to the comparative period,
together with lower tax payments, offset by a lower inflow from
discontinued operations.
-
Adjusted free
cash flow: An outflow of €950
million versus an outflow of €1.4 billion in the prior year period.
This improvement reflects lower cash tax, lower working capital
outflow as well as higher dividends received from associates and
joint ventures.
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Net
debt: Decreased to €31.8
billion (€33.2 billion as at 31 March
2024), primarily driven by the proceeds
from the sale of Vodafone Spain for €4.1 billion as well as the 10%
stake in Oak Holdings for €1.3 billion, offset by a free cash
outflow of €1.1 billion, equity dividends of €1.2 billion and the
share buyback of €0.9 billion.
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Current
liquidity: Cash and cash equivalents and short-term investments totalled
€11.1 billion (€9.4 billion as at 31 March 2024). This includes
€1.4 billion of net collateral which has been posted to Vodafone
from counterparties as a result of positive mark-to-market
movements on derivative instruments (€1.9 billion as at 31 March
2024).
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Shareholder
returns: The interim dividend per
share is 2.25 eurocents (FY24 H1: 4.5 eurocents). The ex-dividend
date for the interim dividend is 21 November 2024 for ordinary
shareholders, the record date is 22 November 2024 and the dividend
is payable on 7 February 2025.
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H1 FY25
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H1 FY24
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Reported
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Cash flow and funding
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€m
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€m
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change %
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Inflow from operating
activities
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5,644
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5,544
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1.8
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Inflow/(outflow) from investing
activities
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2,467
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(3,808)
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164.8
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Outflow from financing
activities
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(7,333)
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(6,378)
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(15.0)
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Net
cash inflow/(outflow)
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778
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(4,642)
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116.8
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Cash and cash equivalents at the
beginning of the financial period
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6,114
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11,628
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Exchange (loss)/gain on cash and
cash equivalents
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(21)
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45
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Cash and cash equivalents at the end of the financial
period
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6,871
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7,031
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Closing borrowings less cash and cash equivalents (excl.
Vodafone Spain and Vodafone Italy)
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(48,745)
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(54,466)
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10.5
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Closing borrowings less cash and cash equivalents (incl.
Vodafone Spain and Vodafone Italy)
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(50,831)
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(57,910)
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12.2
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Re-presented1
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H1 FY25
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H1 FY24
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Reported
|
|
|
€m
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€m
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change %
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Adjusted free cash flow2,3
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(950)
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(1,380)
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31.2
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Licences and spectrum
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(12)
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(183)
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Restructuring costs including
working capital movements
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(115)
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(142)
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Integration capital
additions
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(12)
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(28)
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Other adjustments
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(7)
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-
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Free cash flow2
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(1,096)
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(1,733)
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36.8
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Closing net debt (excl. Vodafone Spain and Vodafone
Italy)2
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(31,775)
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(36,126)
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12.0
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Closing net debt (incl. Vodafone Spain and Vodafone
Italy)2
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(31,747)
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(36,240)
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12.4
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Notes:
1. The results for the six months
ended 30 September 2023 have been re-presented to reflect that the
results of Vodafone Spain and Vodafone Italy are now reported as
discontinued operations. See note 5 'Discontinued operations and
assets held for sale' in the condensed consolidated financial
statements for more information.
2. Adjusted free cash flow, Free
cash flow and Net debt are non-GAAP measures. See page 49 for more
information.
3. There was an outflow of €99
million from discontinued operations in adjusted free cash flow for
the six months ended 30 September 2024 (H1 FY24: €94 million
outflow), in addition to the reported total from continuing
operations.
Outlook & capital
allocation
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In May 2024, we set out guidance
for FY25 for Group adjusted EBITDAaL and adjusted free cash flow,
which we reiterate today.
As Vodafone Italy is recognised as
a discontinued operation, its adjusted free cash flow has been
excluded from our FY25 guidance. For further information please
refer to appendix VII in the accompanying presentation available
here: investors.vodafone.com/performance/annual-reporting.
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FY25
guidance1,2
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Adjusted
EBITDAaL3,5
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c.€11.0
billion
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Adjusted free cash
flow3,4,5
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at least
€2.4 billion
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Notes:
1. The FY25 guidance reflect the
following foreign exchange rates: €1: GBP 0.86; €1: ZAR 20.58; €1:
TRY 34.98; €1: EGP 51.75. The guidance assumes no material change
to the structure of the Group.
2. Vodafone Spain and Vodafone
Italy are both reported as discontinued operations in accordance
with IFRS. The financial results from discontinued operations are
reported separately from our continuing operations, and therefore,
they are excluded from FY25 guidance.
3. Adjusted EBITDAaL and Adjusted
free cash flow are non-GAAP measures. See page 49 for more
information.
4. Adjusted free cash flow is Free
cash flow before licences and spectrum, restructuring costs arising
from discrete restructuring plans, integration capital additions
and working capital related items, and M&A.
5. Excluding the impact of
hyperinflationary accounting in Turkey.
Capital allocation
In March 2024, we conducted a
broad capital allocation review, considering the Group's strategy
within its reshaped footprint.
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Investment:
Following an extensive review of our capital
investment requirements, the current capital intensity will be
broadly maintained at a market level, which will allow for
appropriate investment in networks and growth opportunities.
Capital additions in H1 FY25 include an extraordinary core network
software licence of €300 million for the next 5 years (with no cash
impact in FY25), as well as upfront network investment in Germany
in relation to the 1&1 national roaming agreement.
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Leverage: A new leverage
policy of 2.25x - 2.75x Net Debt to Adjusted EBITDAaL has been
adopted and we target to operate within the bottom half of this
range. The new leverage policy supports a solid investment grade
credit rating and positions Vodafone to continue to invest for
growth over the long-term.
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Shareholder
returns (dividends): Following the
right-sizing of the portfolio as a result of the sale of Vodafone
Spain and Vodafone Italy, the Board determined to adopt a new
rebased dividend from FY25 onwards. The Board is targeting a full
year dividend of 4.5 eurocents per share for FY25, with an ambition
to grow it over time, and has declared an interim dividend of 2.25
eurocents per share (H1 FY24: 4.50
eurocents). The new dividend was set at a
sustainable level, which ensures appropriate cash flow cover and
sufficient flexibility to invest in the business for
growth.
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Shareholder
returns (share buybacks): The Board
also approved a capital return through share buybacks of up to €2.0
billion of the proceeds from the sale of Vodafone Spain. The Board
anticipates the opportunity for further share buybacks of up to
€2.0 billion following the completion of the sale of Vodafone
Italy, which is expected to occur in early 2025. So far in
FY25, an initial tranche of €500 million of share buybacks was
completed on 6 August 2024, resulting in the repurchase of 591
million shares. A second tranche of €500 million of shares buybacks
commenced on 7 August 2024 and is expected to complete in November
2024. It is expected that the commencement of the third tranche of
€500 million of share buybacks will be announced shortly
thereafter.
Segment performance
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Vodafone Spain and Vodafone Italy
are reported as discontinued operations in accordance with
International Financial Reporting Standards ('IFRS'). Accordingly,
Vodafone Spain and Vodafone Italy are excluded from the results of
continuing operations and are instead presented as a single amount
as a profit/(loss) after tax from discontinued operations in the
Group's Consolidated income statement. Discontinued operations are
also excluded from the Group's segment reporting. The H1 FY24
comparatives in the tables below have been re-presented to reflect
that Vodafone Spain and Vodafone Italy are discontinued operations
and should be used as the basis of comparison to our H1 FY25
results. The disposal of Vodafone Spain completed on 31 May
2024.
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Geographic performance summary
Segment results
|
Total
revenue
|
Service
revenue
|
Adjusted
EBITDAaL1
|
Adjusted EBITDAaL
margin1
|
Capital
additions
|
|
|
|
|
H1 FY25
|
H1 FY24
|
H1 FY25
|
H1 FY24
|
H1 FY25
|
H1 FY24
|
H1 FY25
|
H1 FY24
|
H1 FY25
|
H1 FY24
|
|
|
€m
|
€m
|
€m
|
€m
|
€m
|
€m
|
%
|
%
|
€m
|
€m
|
|
|
Germany
|
6,122
|
6,405
|
5,500
|
5,722
|
2,290
|
2,527
|
37.4
|
39.5
|
1,035
|
1,171
|
|
|
UK
|
3,448
|
3,377
|
2,891
|
2,822
|
707
|
640
|
20.5
|
19.0
|
355
|
380
|
|
|
Other Europe2
|
2,804
|
2,679
|
2,410
|
2,366
|
784
|
766
|
28.0
|
28.6
|
341
|
361
|
|
|
Turkey
|
1,391
|
1,128
|
1,103
|
828
|
394
|
254
|
28.3
|
22.5
|
185
|
140
|
|
|
Africa
|
3,705
|
3,590
|
2,951
|
2,924
|
1,214
|
1,241
|
32.8
|
34.6
|
444
|
469
|
|
|
Common
Functions3
|
906
|
929
|
322
|
282
|
22
|
(1)
|
|
|
627
|
356
|
|
|
Eliminations
|
(100)
|
(125)
|
(68)
|
(83)
|
-
|
-
|
|
|
-
|
-
|
|
|
Group4
|
18,276
|
17,983
|
15,109
|
14,861
|
5,411
|
5,427
|
29.6
|
30.2
|
2,987
|
2,877
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Downloadable performance information
is available at: investors.vodafone.com/results
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|
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|
|
|
|
|
|
|
|
|
|
|
Segment service revenue growth
|
FY24
|
FY25
|
|
Q1
|
Q2
|
H1
|
Q3
|
Q4
|
H2
|
Total
|
Q1
|
Q2
|
H1
|
|
%
|
%
|
%
|
%
|
%
|
%
|
%
|
%
|
%
|
%
|
|
Germany
|
(1.3)
|
1.0
|
(0.1)
|
0.3
|
0.6
|
0.5
|
0.2
|
(1.5)
|
(6.2)
|
(3.9)
|
|
UK
|
3.0
|
5.1
|
4.1
|
5.5
|
6.8
|
6.2
|
5.1
|
2.0
|
2.9
|
2.4
|
|
Other Europe2
|
(7.4)
|
(7.2)
|
(7.3)
|
(7.8)
|
0.3
|
(4.0)
|
(5.7)
|
1.6
|
2.1
|
1.9
|
|
Turkey
|
(8.5)
|
21.6
|
7.4
|
6.8
|
15.6
|
11.7
|
9.6
|
54.7
|
18.8
|
33.2
|
|
Africa
|
(14.3)
|
(14.8)
|
(14.6)
|
(7.5)
|
1.2
|
(3.4)
|
(9.2)
|
1.6
|
0.3
|
0.9
|
|
Group4
|
(4.7)
|
(1.9)
|
(3.3)
|
(1.5)
|
2.9
|
0.7
|
(1.3)
|
3.2
|
0.2
|
1.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment organic service revenue
growth1
|
FY24
|
FY25
|
|
Q1
|
Q2
|
H1
|
Q3
|
Q4
|
H2
|
Total
|
Q1
|
Q2
|
H1
|
|
%
|
%
|
%
|
%
|
%
|
%
|
%
|
%
|
%
|
%
|
|
Germany
|
(1.3)
|
1.1
|
(0.1)
|
0.3
|
0.6
|
0.5
|
0.2
|
(1.5)
|
(6.2)
|
(3.9)
|
|
UK
|
5.7
|
5.5
|
5.6
|
5.2
|
3.6
|
4.4
|
5.0
|
-
|
1.2
|
0.6
|
|
Other Europe2
|
4.1
|
3.8
|
3.9
|
3.6
|
5.5
|
4.6
|
4.2
|
2.3
|
2.6
|
2.5
|
|
Turkey
|
74.1
|
85.0
|
79.3
|
90.4
|
105.6
|
97.8
|
88.5
|
91.9
|
89.1
|
90.3
|
|
Africa
|
9.0
|
9.0
|
9.0
|
8.8
|
10.0
|
9.4
|
9.2
|
10.0
|
9.7
|
9.9
|
|
Group4
|
5.4
|
6.6
|
6.0
|
6.3
|
7.1
|
6.7
|
6.3
|
5.4
|
4.2
|
4.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Group profitability
|
|
FY24
|
FY25
|
|
|
|
Q1
|
Q2
|
H1
|
H2
|
Total
|
Q1
|
Q2
|
H1
|
|
|
Operating profit
|
€m
|
1,081
|
776
|
1,857
|
1,808
|
3,665
|
1,545
|
837
|
2,382
|
|
|
Adjusted
EBITDAaL1
|
€m
|
2,626
|
2,801
|
5,427
|
5,592
|
11,019
|
2,681
|
2,730
|
5,411
|
|
|
Adjusted EBITDAaL
margin1
|
%
|
29.9
|
30.5
|
30.2
|
29.8
|
30.0
|
29.7
|
29.5
|
29.6
|
|
|
Organic Adjusted EBITDAaL
growth1
|
%
|
|
|
3.3
|
1.2
|
2.2
|
5.1
|
2.5
|
3.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes:
1. Organic service revenue growth,
Group Adjusted EBITDAaL and Group Adjusted EBITDAaL margin are
non-GAAP measures. See page 49 for more
information.
2. Other Europe markets comprise
Portugal, Ireland, Greece, Romania, Czech Republic and
Albania.
3. Capital additions in H1 FY25
includes software arrangements managed centrally on behalf of the
Group.
4. Prior period Group metrics for
Total revenue, Service revenue, Service revenue growth, Organic
Service revenue growth, Adjusted EBITDAaL, Adjusted EBITDAaL margin
and Capital additions have been re-presented to reflect that
Vodafone Spain and Vodafone Italy are reported as discontinued
operations and are therefore excluded from these Group
metrics.
Germany ⫶ MDUs impact financials,
operational progress continues
|
|
|
|
|
|
|
36%
|
|
€6.1bn
|
|
(3.9%)
|
|
of Group service revenue
|
Total revenue
|
Organic service revenue
growth
|
|
|
|
|
|
|
42%
|
|
€2.3bn
|
|
(9.3%)
|
|
of Group Adjusted
EBITDAaL
|
Adjusted EBITDAaL
|
Organic Adjusted EBITDAaL
growth
|
|
|
|
|
|
|
|
|
H1 FY25
|
H1 FY24
|
Reported
|
Organic
|
|
€m
|
€m
|
change %
|
change
%1
|
Total revenue
|
6,122
|
6,405
|
(4.4)
|
|
- Service revenue
|
5,500
|
5,722
|
(3.9)
|
(3.9)
|
- Other revenue
|
622
|
683
|
|
|
Adjusted EBITDAaL
|
2,290
|
2,527
|
(9.3)
|
(9.3)
|
Adjusted EBITDAaL margin
|
37.4%
|
39.5%
|
|
|
Note:
1. Organic growth is a non-GAAP measure. See page 49 for more
information.
Growth
Total revenue decreased by 4.4% to
€6.1 billion as a result of lower service and equipment revenue. As
anticipated, service revenue declined by 3.9% (Q1: -1.5%, Q2:
-6.2%), primarily due to a 2.6 percentage point impact (Q1: -1.2
percentage points; Q2: -3.8 percentage points) from the end to bulk
TV contracting in Multi Dwelling Units ('MDU'), which came into
full effect from July 2024, as well as a lower broadband customer
base following price increases in the prior year. The decline in
quarterly trends was primarily driven by the full impact of the TV
law change and the lapping of broadband price increases in the
prior year.
Fixed service revenue decreased by
5.9% (Q1: -2.0%, Q2: -9.7%) due to the cumulative impact of TV and
broadband customer losses. The MDU transition had a -6.9 percentage
point impact (Q1: -2.1 percentage points) on fixed service revenue
growth in Q2. Excluding this impact, the quarterly slowdown was
primarily driven by the introduction of price increases in the
prior year. Mobile service revenue decreased by 1.3% (Q1: -0.8%,
Q2: -1.8%) as lower mobile termination rates and higher
non-recurring payments from third-party resellers in Q2 in the
prior year, were only partially offset by a higher contract
customer base. Vodafone Business service revenue declined by 1.7%
(Q1: -1.7%, Q2: -1.7%) as price pressure in the mobile segment was
only partially offset by good growth in digital
services.
Adjusted EBITDAaL declined by
9.3%, primarily due to a 8.2 percentage point impact related to the
MDU transition. Excluding this impact, the decline in adjusted
EBITDAaL was driven by lower service revenue and incremental
commercial investment in A&R, brand and Vodafone Business
capabilities as we have chosen to prioritise investment in this
market to drive our performance. This was partially offset by a 3.4
percentage point benefit from lower energy costs. The Adjusted
EBITDAaL margin was 2.1 percentage points lower year-on-year at
37.4%.
Customers
In 2024, our market-leading
broadband network quality position has continued to be recognised
in independent network test results from Connect, CHIP,
ComputerBild and nPerf. However, the impact of broadband price
increases last year continued to affect our commercial performance
in H1, with our broadband customer base declining by 88,000 (Q1:
-55,000; Q2: -33,000), including the loss of 41,000 (Q1: -32,000;
Q2: -9,000) customers on our gigabit-capable network. We
experienced further improvement in broadband net additions in Q2,
as the churn related to the prior year price increases is now
behind us. Our fibre-to-the-home
('FTTH') joint venture, OXG, continues to progress its network
rollout with construction now having started in 21 cities. OXG has
signed up more than 20 construction partners and will continue to
add more to ramp up build capacity. In
October, we became the largest fibre provider in Germany through
our wholesale agreements with Deutsche Telekom & Deutsche
Glasfaser as we can now market gigabit speeds to almost 5 million
households beyond our cable footprint.
German TV laws relating to the
practice of bulk TV contracting in MDUs changed in July 2024 and we
have continued to migrate end users to new contracts at scale. By
the end of September 2024, we had retained 4.0 million households,
which is in line with our expectation that we would retain around
50% of the 8.5 million MDU TV households. We will continue to
engage with the remaining households affected by the law change and
drive penetration. Our total TV customer base declined by 2.9
million during the period, primarily due to the MDU
transition.
Despite higher competitive
intensity in the mobile market, our Consumer mobile contract
customer base increased by 30,000 in the period, as our increased
focus on higher value branded and direct sales channels was offset
by the anticipated loss of low-margin customers through resellers'
channels. In addition, we saw 35,000 disconnections from business
accounts, partly driven by some large contract tenders in the prior
year. We added a further 2.8 million IoT connections, driven by
continued demand from the automotive sector.
UK ⫶ Consumer customer satisfaction
supporting growth
|
|
|
|
|
|
|
19%
|
|
€3.4bn
|
|
0.6%
|
|
of Group service revenue
|
Total revenue
|
Organic service revenue
growth
|
|
|
|
|
|
|
13%
|
|
€0.7bn
|
|
8.4%
|
|
of Group Adjusted
EBITDAaL
|
Adjusted EBITDAaL
|
Organic Adjusted EBITDAaL
growth
|
|
|
|
|
|
|
|
|
H1 FY25
|
H1 FY24
|
Reported
|
Organic
|
|
€m
|
€m
|
change %
|
change
%1
|
Total revenue
|
3,448
|
3,377
|
2.1
|
|
- Service revenue
|
2,891
|
2,822
|
2.4
|
0.6
|
- Other revenue
|
557
|
555
|
|
|
Adjusted EBITDAaL
|
707
|
640
|
10.5
|
8.4
|
Adjusted EBITDAaL margin
|
20.5%
|
19.0%
|
|
|
Note:
1. Organic growth is a non-GAAP measure. See page 49 for more
information.
Growth
Total revenue increased by 2.1% to
€3.4 billion due to service revenue growth and the appreciation of
GBP:EUR. Service revenue increased by 2.4% (Q1: 2.0%, Q2: 2.9%) due
to foreign exchange movements and organic growth in service revenue
which increased by 0.6% (Q1: 0.0%, Q2: 1.2%), as growth in Consumer
was offset by a decline in Business.
Mobile service revenue grew by
0.6% (Q1: 0.6%, Q2: 0.6%), as the appreciation of GBP:EUR was
offset by a decline in organic growth in mobile service revenue of
1.3% (Q1: -1.4%, Q2: -1.1%). The decline in organic growth was
primarily driven by the significantly lower level of
inflation-linked price rises compared to the prior year
and the ongoing dilution of the back book from
front book pricing in mobile, partially offset by Consumer customer
base growth. Fixed service revenue grew by
7.9% (Q1: 6.1%, Q2: 9.6%) and organic growth in fixed service
revenue was 6.0% (Q1 4.1%, Q2: 8.0%). Growth was supported by
foreign exchange movements, continued growth in the customer base
and ARPU growth in Consumer. Vodafone Business service revenue
decreased by 0.5% (Q1: -1.1%, Q2: 0.2%) and organic growth in
Vodafone Business service revenue declined by 2.4% (Q1: -3.0%, Q2:
-1.7%) as the appreciation of GBP:EUR and growth in fixed was
offset by a decline in mobile, primarily driven by lower
inflation-linked price increases and ARPU pressure. The higher
growth in Q2 was supported by the phasing of project
revenue.
Adjusted EBITDAaL increased by
10.5% in the period, and on an organic basis, adjusted EBITDAaL
increased by 8.4%. The increase in EBITDAaL was primarily driven by
service revenue growth, a 2.7 percentage point benefit from lower
energy costs, and other cost efficiencies, as well as foreign
exchange movements in the reported measure. The Adjusted EBITDAaL
margin improved by 1.5 percentage points year-on-year on a reported
and organic basis to 20.5%.
Customers
In mobile, our Consumer contract
customer base increased by 65,000 in the period, supported by our
customer experience improvements and Vodafone 'EVO' handset
proposition, resulting in record low H1 churn. This was offset by
large low-value contract disconnections in Business and a
reclassification of part of the mobile customer base to IoT, with
our total contract customer base declining by 35,000 in H1. In
fixed, we continue to be one of the fastest growing broadband
providers in the UK and our customer base increased by 94,000 in
the period. We now cover 17.3 million
households, and in July, we announced that we now offer faster
speeds of up to 2.2Gbps in more locations than any other
provider. On 12 September, we became one
of the first providers to support the new 'One Touch Switching'
service, making it even easier for customers to join us. In H1, we
hit our highest ever Consumer NPS level and were recognised as
Consumer NPS co-leader in the market, reflecting the significant
improvements and investment we have made to our customer
experience.
Portfolio
In June 2023, we announced a
binding agreement to combine our UK business with Three UK to
create a sustainable and competitive third scaled network operator
in the UK. Following the merger, which we expect to close in early
2025, Vodafone and CK Hutchison will own 51% and 49% of the
combined business, respectively. This combination is expected to
provide customers with greater choice and more value, drive greater
competition, and enable increased investment with a clear £11
billion plan to create one of Europe's most advanced standalone 5G
networks. As part of its investigation into the merger, the UK's
Competition and Markets Authority ('CMA') published its provisional
findings and notice of possible remedies in September 2024,
followed up with a remedies working paper in November. The final
decision is expected by 7 December 2024. We disagree with the CMA's
provisional findings and have provided them with our response. We
will continue to constructively engage with the CMA and remain
confident that we can work with them to secure approval. Completion
is expected in early 2025. Full details of the transaction can be
found here:
investors.vodafone.com/merger-of-vodafone-uk-and-three-uk
Other Europe1
⫶ Continued Service
revenue and EBITDAaL growth
|
|
|
|
|
|
|
16%
|
|
€2.8bn
|
|
2.5%
|
|
of Group service revenue
|
Total revenue
|
Organic service revenue
growth
|
|
|
|
|
|
|
14%
|
|
€0.8bn
|
|
3.1%
|
|
of Group Adjusted
EBITDAaL
|
Adjusted EBITDAaL
|
Organic Adjusted EBITDAaL
growth
|
|
|
|
|
|
|
|
|
H1 FY25
|
H1 FY24
|
Reported
|
Organic
|
|
€m
|
€m
|
change %
|
change
%2
|
Total revenue
|
2,804
|
2,679
|
4.7
|
|
- Service revenue
|
2,410
|
2,366
|
1.9
|
2.5
|
- Other revenue
|
394
|
313
|
|
|
Adjusted EBITDAaL
|
784
|
766
|
2.3
|
3.1
|
Adjusted EBITDAaL margin
|
28.0%
|
28.6%
|
|
|
Notes:
1. Other
Europe markets comprise Portugal, Ireland, Greece, Romania, Czech
Republic and Albania.
2. Organic growth is a non-GAAP measure. See page 49 for more
information.
Growth
Total revenue grew by 4.7% to €2.8
billion as higher service and equipment revenue was partially
offset by the depreciation of local currencies versus the
euro. Service revenue increased by 1.9%
(Q1: 1.6%, Q2: 2.1%) as adverse foreign exchange movements were
offset by organic growth in service revenue of 2.5% (Q1: 2.3%, Q2: 2.6%), driven by a higher customer
base in mobile and broadband, price actions in most markets, partly
offset by lower mobile termination rates. Business project revenue
accelerated during Q2.
In Portugal, both our Consumer and
Business segments continued to perform well, also supported by
inflation-linked contractual price increases implemented in
February 2024. In Ireland, service revenue was impacted by lower
mobile termination rates and lower Business fixed revenue,
partially offset by a higher customer base in mobile and broadband
base growth. Service revenue in Greece increased, particularly due
to growth in the public sector.
Vodafone Business service revenue
increased by 4.5% (Q1: 2.5%, Q2: 6.6%), as organic growth in
Vodafone Business service revenue of 5.4% in H1 (Q1: 3.3%, Q2:
7.5%) was offset by adverse foreign exchange movements. Organic
growth was mainly driven by digital services, as well as public
sector project work in Portugal, Greece and Romania.
Adjusted EBITDAaL increased by
2.3% in the period and, on an organic basis, by 3.1%, supported by
service revenue growth and ongoing cost control. The Adjusted
EBITDAaL margin decreased by 0.6 percentage points year-on-year to
28.0%.
Customers
We added 231,000 mobile contract
customers across our six markets, mainly driven by Portugal and
Greece. In Portugal, we added 67,000 contract customers in mobile
and 12,000 in fixed broadband. In Greece, the mobile contract base
grew by 86,000, though fixed broadband customers declined by
10,000. In Ireland, our mobile contract customer base increased by
9,000 and the broadband customer base by 15,000. Through our fixed
wholesale network access partnerships, including our fibre joint
venture, SIRO, we now cover over 1.4 million households in Ireland
with FTTH.
Turkey ⫶ Consistently strong real
growth
|
|
|
|
|
|
|
7%
|
|
€1.4bn
|
|
90.3%
|
|
of Group service revenue
|
Total revenue
|
Organic service revenue
growth
|
|
|
|
|
|
|
7%
|
|
€0.4bn
|
|
114.2%
|
|
of Group Adjusted
EBITDAaL
|
Adjusted EBITDAaL
|
Organic Adjusted EBITDAaL
growth
|
|
|
|
|
|
|
|
|
H1 FY25
|
H1 FY24
|
Reported
|
Organic
|
|
€m
|
€m
|
change %
|
change
%1
|
Total revenue
|
1,391
|
1,128
|
23.3
|
|
- Service revenue
|
1,103
|
828
|
33.2
|
90.3
|
- Other revenue
|
288
|
300
|
|
|
Adjusted EBITDAaL
|
394
|
254
|
55.1
|
114.2
|
Adjusted EBITDAaL margin
|
28.3%
|
22.5%
|
|
|
Note:
1. Organic growth is a non-GAAP measure. See page 49 for more
information.
Hyperinflationary accounting in Turkey
Turkey was designated as a
hyperinflationary economy on 1 April 2022 in line with IAS 29
'Financial Reporting in Hyperinflationary Economies'. See note 1
'Basis of preparation' in the condensed consolidated financial
statements for further information.
Organic growth metrics exclude the
impact of the hyperinflation adjustment and foreign exchange
translation in Turkey. See page 49 for more information.
Growth
Total revenue increased by 23.3%
to €1.4 billion, with service revenue growth partly offset by
depreciation of the local currency versus the euro in prior
quarters.
Service revenue increased
in euro terms by 33.2%
(Q1: 54.7%, Q2: 18.8%) as organic growth in service revenue
in Turkey of 90.3% (Q1: 91.9%, Q2: 89.1%),
primarily driven by ongoing price actions and continued customer
base growth, was only partially offset by adverse foreign exchange
movements.
Vodafone Business service revenue
increased in euro terms by 48.6% (Q1: 71.1%%, Q2: 32.8%) and
organic growth in Vodafone Business service revenue was 111.2% (Q1:
112.6%, Q2: 109.9%) during the period, with growth primarily
supported by Business demand for our digital services, as well as
inflationary mobile price actions.
Adjusted EBITDAaL continued to
grow in euro terms and increased by 55.1% during the period and on
an organic basis, adjusted EBITDAaL in Turkey increased by 114.2%.
Adjusted EBITDAaL growth was supported by service revenue growth,
ongoing digitalisation and our continued focus on cost efficiency.
The Adjusted EBITDAaL margin increased by 5.8 percentage points
year-on-year (organic: 6.0 percentage points) to 28.3%.
Customers
We added 369,000 mobile contract
customers during the first half of FY25, including migrations of
prepaid customers.
Africa ⫶ Robust performance
|
|
|
|
|
|
|
20%
|
|
€3.7bn
|
|
9.9%
|
|
of Group service revenue
|
Total revenue
|
Organic service revenue
growth
|
|
|
|
|
|
|
22%
|
|
€1.2bn
|
|
6.7%
|
|
of Group Adjusted
EBITDAaL
|
Adjusted EBITDAaL
|
Organic Adjusted EBITDAaL
growth
|
|
|
|
|
|
|
|
|
H1 FY25
|
H1 FY24
|
Reported
|
Organic
|
|
€m
|
€m
|
change %
|
change
%1
|
Total revenue
|
3,705
|
3,590
|
3.2
|
|
- Service revenue
|
2,951
|
2,924
|
0.9
|
9.9
|
- Other revenue
|
754
|
666
|
|
|
Adjusted EBITDAaL
|
1,214
|
1,241
|
(2.2)
|
6.7
|
Adjusted EBITDAaL margin
|
32.8%
|
34.6%
|
|
|
Note:
1. Organic growth is a non-GAAP measure. See page 49 for more
information.
Growth
Total revenue increased by 3.2% to
€3.7 billion as higher service and equipment revenue was offset by
the depreciation of the Egyptian pound versus the euro. Service
revenue increased by 0.9% (Q1: 1.6%, Q2: 0.3%) and organic growth
in service revenue was 9.9% (Q1: 10.0%,
Q2: 9.7%) with growth in South Africa, Egypt and all of Vodacom's
international markets, apart from Mozambique.
In South Africa, service revenue
growth was supported by the Consumer mobile contract segment, which
benefited from price increases implemented in the first quarter,
and good fixed line growth in Consumer and Business. Growth slowed
in Q2 due to Consumer prepaid mobile, which faced a tough
comparative. Financial services revenue grew by 11.7% to €86
million, supported by growth in our insurance services.
Service revenue in Egypt continued
to grow above inflation during the period and the strong
performance was supported by sustained customer base growth, price
actions, demand for data and growth in our financial services
product, 'Vodafone Cash'. Vodafone Cash revenue increased by 22.5%
to €49 million and now represents 7.6% of Egypt's service
revenue.
In Vodacom's international
markets, service revenue growth was supported by a higher customer
base and strong M-Pesa and data revenue growth. M-Pesa revenue grew
by 6.4% to €200 million, and now represents 27.0% of service revenue.
Vodacom Business service revenue
grew by 2.7% (Q1: 2.3%; Q2: 3.0%) and organic growth in Vodacom
Business service revenue was 8.8% (Q1: 8.4%; Q2: 9.2%), with South
Africa supported by strong demand for digital services and fixed
connectivity.
Adjusted EBITDAaL declined by 2.2%
because of the depreciation of local currencies versus the euro. On
an organic basis, adjusted EBITDAaL increased by 6.7%, as service
revenue growth and cost initiatives were partly offset by one-off
costs in the DRC related to bad debt and inflation
escalations. The adjusted EBITDAaL margin decreased by 1.8
percentage points year-on-year (organic: -1.1 percentage points) to
32.8%.
Customers
In South Africa, we added 113,000
contract customers in the period, and now have a mobile contract
base of 6.9 million. Across our active customer base, 78.1% of our
mobile customers now use data services, an increase of 3.9
percentage points or 1.2 million year-on-year. Our 'VodaPay'
super-app continued to gain traction with 8.4 million registered
users.
In Egypt, we added 326,000
contract customers and 1.2 million prepaid mobile customers during
the period, and we now have 49.9 million customers. 'Vodafone Cash'
reached 9.6 million active users with 1.4 million users added
during the period.
In Vodacom's international
markets, we added 2 million mobile customers in H1 and our mobile
customer base is now 56.1 million, with 68.4% of active customers
using our data services. Our M-Pesa customer base now totals 23.8
million.
Further information on our
operations in Africa can be accessed here: vodacom.com.
Discontinued operations
|
|
|
|
|
|
|
Italy
|
|
H1 FY25
|
H1 FY24
|
Reported
|
Organic
|
|
€m
|
€m
|
change %
|
change
%1
|
Total revenue
|
2,249
|
2,320
|
(3.1)
|
|
- Service revenue
|
2,041
|
2,098
|
(2.7)
|
(2.7)
|
- Other revenue
|
208
|
222
|
|
|
Note:
1. Organic growth is a non-GAAP measure. See page 49 for more
information.
On 15 March 2024, we announced
that we had entered into a binding agreement to sell Vodafone Italy
to Swisscom AG for €8 billion upfront cash proceeds (subject to
customary closing adjustments). Completion is expected to take
place in early 2025. Full details of the transaction can be found
here:
investors.vodafone.com/sale-of-vodafone-italy.
Total revenue declined 3.1% to
€2.2 billion due to lower service revenue and equipment revenue.
Service revenue declined by 2.7% (Q1: -2.6%, Q2: -2.8%), as
continued price pressure in the mobile value segment was only
partly offset by Business demand for our fixed line connectivity
and digital services.
Vodafone Investments
|
|
|
|
|
|
|
Associates and joint ventures
|
H1 FY25
|
H1 FY24
|
€m
|
€m
|
Vantage Towers (Oak Holdings 1
GmbH)
|
(27)
|
(78)
|
VodafoneZiggo Group Holding
B.V.
|
(59)
|
(78)
|
Safaricom Limited
|
79
|
89
|
Indus Towers Limited
|
55
|
62
|
Other1 (including TPG
Telecom Limited)
|
(88)
|
(46)
|
Share of results of equity accounted associates and joint
ventures
|
(40)
|
(51)
|
|
|
|
|
Note:
1. The
Group's investment in Vodafone Idea Limited ('VIL') was reduced to
€nil in the year ended 31 March 2020 and the Group has not recorded
any profit or loss in respect of its share of VIL's results since
that date.
Vantage Towers - 44.7% ownership
In March 2023, we announced the
completion of Oak Holdings GmbH, our co-control partnership for
Vantage Towers with a consortium of long-term infrastructure
investors led by Global Infrastructure Partners and KKR. We
received initial net proceeds of €4.9 billion in March 2023,
followed by a further €500 million in July 2023 and €1.3 billion in
August 2024, taking total net proceeds to €6.6 billion and the
Consortium's ownership in Oak Holdings GmbH to 50%. Our effective
stake in Vantage Towers is 44.7%. During the period, total revenue
increased by 7.1% to €601 million, supported by 1,015 net new
tenancies and 318 new macro sites. As a result, the tenancy ratio
increased to 1.51x (31 March 2024: 1.50x). Vodafone's share of
results in the period reflects the amortisation of intangible
assets arising from the completion of the co-control partnership
for Vantage Towers. During the period,
Vantage Towers distributed €158 million in dividends to
Vodafone.
VodafoneZiggo Joint Venture (Netherlands) - 50.0%
ownership
The results of VodafoneZiggo are
prepared under US GAAP, which is broadly consistent with Vodafone's
IFRS basis of reporting. Total revenue increased 0.5% to €2.0
billion, as contractual price increases were partially offset by a
decline in the fixed customer base. During the period,
VodafoneZiggo's mobile contract customer base declined by 16,000
due to the loss of low ARPU local government contracts in the prior
year, while the broadband customer base declined by 43,000
customers due to the competitive price environment. VodafoneZiggo's
converged products & services deliver significant NPS and
customer loyalty benefits, and 49% of broadband customers are now
converged. VodafoneZiggo now offers gigabit speeds to 7.6 million
homes, providing nationwide coverage. During the period,
VodafoneZiggo successfully acquired 100 MHz spectrum license in the
3.5 GHz band. Vodafone's lower share of losses was driven by higher
gains on derivative financial instruments and higher operating
income which were partially offset by higher tax and interest
expenses. During H1 FY25, Vodafone received €26 million in interest
payments from the joint venture.
Safaricom Associate (Kenya) -
27.8% ownership
Safaricom service revenue grew by
23.3% to €1.3 billion, driven by organic growth of 14.1% and
favourable foreign exchange movements of the Kenyan shilling versus
the euro. Vodafone's lower share of results was due to the
devaluation of the Ethiopian Birr. During
the period, Vodafone received €73 million in dividends from
Safaricom.
TPG Telecom Limited Joint Venture
(Australia) - 25.1% ownership
TPG Telecom Limited ('TPG') is a
fully integrated telecommunications operator in Australia and is
listed on the Australian stock exchange. The Group owns an
equivalent economic interest of 25.1%, via an 11% direct stake in
TPG and a 14% indirect stake, held through a 50:50 joint venture
with CK Hutchison. During the year, the Group received €12 million
in dividends from its direct stake in TPG. The Group provides
guarantees amounting to $1.0 billion and €0.6 billion (2023:
US$1.75 billion) in relation to its 50% share in a multicurrency
loan facility held by the joint venture. In October 2024, TPG
announced the sale of its fixed network infrastructure assets and
enterprise, government and wholesale fixed telecommunications
services business for AU$5.25 billion. The transaction is subject
to regulatory approval and other customary conditions
precedent.
Indus Towers Limited Associate (India) - 3.0%
ownership
In June 2024, we announced that we
had sold 484.7 million shares in Indus, representing 18.0% of share
capital. The INR 153.0 billion (€1.7 billion) in gross proceeds
were used to substantially repay loans secured against our
Investments in Indus Towers Limited and Vodafone Idea Limited.
Following the transaction, the Group classifies its remaining 3.0%
investment in Indus as an Other Investment.
Vodafone Idea Limited Joint Venture (India) - 22.6%
ownership
After undertaking equity
fund-raisings and allotments to vendors since March 2024, the
Group's shareholding in Vodafone Idea Limited has reduced to 22.6%.
For more information, see note 29 'Contingent liabilities and legal
proceedings' to the consolidated financial statements of Vodafone
Group Plc for the year ended 31 March 2024.
Net financing costs
|
|
|
|
|
|
|
Re-presented1
|
|
|
|
H1 FY25
|
H1 FY24
|
Reported
|
|
|
€m
|
€m
|
change %
|
Investment income
|
566
|
368
|
|
Financing costs
|
(843)
|
(1,395)
|
|
Net
financing costs
|
(277)
|
(1,027)
|
73.0
|
Adjustments for:
|
|
|
|
|
Mark-to-market
(gains)/losses
|
(55)
|
141
|
|
|
Foreign exchange losses
|
14
|
90
|
|
|
Fair value gains on Other
Investments through profit and loss
|
(242)
|
-
|
|
Adjusted net financing costs2
|
(560)
|
(796)
|
29.6
|
Notes:
1. The results for the six
months ended 30 September 2023 have been re-presented to reflect
that the results of Vodafone Spain and Vodafone Italy are reported
as discontinued operations. See note 5 'Discontinued operations and
assets held for sale' in the condensed consolidated financial
statements for more information.
2. Adjusted net financing costs is
a non-GAAP measure. See page 49 for more
information.
Net financing costs of €277
million (H1 FY24: €1,027 million) decreased by €750 million and
include a gain of €238 million on certain bonds bought back prior
to their maturity dates; a revaluation gain of €242 million from
Other investments classified at fair value through profit and loss
and mark-to-market gains on derivatives in the period.
Adjusted net financing costs of
€560 million (H1 FY24: €796 million) decreased by €236 million,
mainly as a result of the gain from the early redemption of the
bonds bought back in the period. Excluding this one-off item,
Adjusted net financing costs remained in line with the prior
period.
|
|
|
|
|
Taxation
|
|
|
|
|
|
|
Re-presented1
|
|
|
|
H1 FY25
|
H1 FY24
|
Reported
|
|
%
|
%
|
change pps
|
Effective tax rate
|
42.8%
|
89.9%
|
(47.1)
|
Adjusted effective tax rate2
|
18.0%
|
28.6%
|
(10.6)
|
Notes:
1. The results for the six months ended 30 September 2023 have been
re-presented to reflect that the results of Vodafone Spain and
Vodafone Italy are reported as discontinued operations. See note 5
'Discontinued operations and assets held for sale' in the condensed
consolidated financial statements for more information.
2. Adjusted effective tax rate is
a non-GAAP measure. See page 49 for more information.
The Group's Effective tax rate
('ETR') for H1 FY25 was 42.8%.
This reflects one-off items
including a €164 million tax charge arising on the €26 million net
gain on the disposal of a 10% stake in Oak Holdings GmbH, the
recognition of a financial liability at fair value of €238 million
on Indus Towers (see note 11 'Fair value of financial instruments'
in the condensed consolidated financial statements) without tax
credit, and a net €41 million tax charge as an effect of
hyper-inflation accounting adjustments in Turkey (H1 FY24: €121
million charge).
The Group's Adjusted ETR ('AETR')
for H1 FY25 was 18.0% (H1 FY24: 28.6%). This eliminates the
above stated significant one-off items, a €714 million accounting
gain on the sale of an 18% stake in Indus Towers Limited without
tax gain and a €319 million deferred tax charge for utilisation of
recognised tax losses in Luxembourg. It is lower than our
expectations for the full year for which we expect
a tax rate in the mid-twenties percent
range.
The BEPS Pillar Two Minimum Tax
legislation was enacted in July 2023 in the UK with effect from
2024. The Group has applied the temporary exception under IAS 12 in
relation to the accounting for deferred taxes arising from the
implementation of the Pillar Two rules. The H1 FY25 tax charge
includes a current tax charge of €5 million relating to Pillar 2
income taxes.
The ETR for H1 FY24 included €250
million relating to the use of prior year losses in Luxembourg, a
€78 million tax charge arising on the completion of the Vantage
Towers share disposal in H1 FY24, and a €121 million charge as an
effect of hyper-inflation accounting adjustments in Turkey. These
items, when excluded, resulted in an AETR for H1 FY24 of
28.6%.
Earnings per share
|
|
|
|
|
|
|
Re-presented1
|
Reported
|
|
|
H1 FY25
|
H1 FY24
|
change
|
|
|
eurocents
|
eurocents
|
eurocents
|
Basic earnings/(loss) per share - Continuing
operations
|
3.92c
|
(0.40)c
|
4.32c
|
Basic earnings/(loss) per share - Total
Group
|
3.98c
|
(1.28)c
|
5.26c
|
|
|
|
|
|
Adjusted basic earnings per
share2
|
4.84c
|
3.72c
|
1.12c
|
Notes:
1. The results for the six months ended
30 September 2023 have been re-presented to reflect that the
results of Vodafone Spain and Vodafone Italy are reported as
discontinued operations. See note 5 'Discontinued operations and
assets held for sale' in the condensed consolidated financial
statements for more information.
2. Adjusted basic earnings per share is a non-GAAP measure. See
page 49 for more information.
Basic earnings per share from
continuing operations was 3.92 eurocents, compared to a basic loss
per share of 0.40 eurocents for H1 FY24. The increase was primarily
due to higher operating profit, combined with lower net financing
costs.
Adjusted basic earnings per share
was 4.84 eurocents, compared to 3.72 eurocents for H1 FY24. The
increase was primarily due to lower adjusted net financing costs.
Cash flow
& funding
|
|
|
|
|
|
|
|
|
|
Analysis of cash flow
|
|
|
|
H1 FY25
|
H1 FY24
|
Reported
|
|
€m
|
€m
|
change %
|
Inflow from operating
activities
|
5,644
|
5,544
|
1.8
|
Inflow/(outflow) from investing
activities
|
2,467
|
(3,808)
|
164.8
|
Outflow from financing
activities
|
(7,333)
|
(6,378)
|
(15.0)
|
Net
cash inflow/(outflow)
|
778
|
(4,642)
|
116.8
|
Cash and cash equivalents at the
beginning of the financial period
|
6,114
|
11,628
|
|
Exchange (loss)/gain on cash and
cash equivalents
|
(21)
|
45
|
|
Cash and cash equivalents at the end of the financial
period
|
6,871
|
7,031
|
|
|
|
|
|
|
Cash inflow from operating
activities increased to €5,644 million reflecting lower working
capital outflows compared to the comparative period, together with
lower tax payments, offset by a lower inflow from discontinued
operations.
Inflow from investing activities
increased by €6,275 million to €2,467 million, primarily in
relation to proceeds received from the disposal of 10% of Oak
Holdings 1 GmBH (€1,336 million) and the disposal of 18% of Indus
Towers Limited (€1,684 million). Additionally, the Group disposed
of Vodafone Spain to Zegona Communications plc ('Zegona') for total
cash consideration of €4,069 million (subject to closing accounts
adjustments), of which €3,669 million is included in this line. The
remaining €400 million relates to the future use of the Vodafone
brand and certain procurement services to be provided by the Group
to Zegona and is included in Inflow from operating
activities.
Outflows from financing activities
increased to €7,333 million as higher net cash outflows in respect
of borrowings, higher interest paid arising from the repayment of
borrowings secured against Indian assets and higher outflows in
relation to the purchase of treasury shares outweighed a smaller
cash outflow in respect of discontinued operations.
Analysis of cash flow
(continued)
|
|
|
|
|
|
Re-presented1
|
|
|
H1 FY25
|
H1 FY24
|
Reported
|
|
€m
|
€m
|
change %
|
Adjusted EBITDAaL2
|
5,411
|
5,427
|
(0.3)
|
Capital
additions3
|
(2,987)
|
(2,877)
|
|
Working
capital4
|
(2,636)
|
(2,807)
|
|
Disposal of property, plant and
equipment and intangible assets
|
7
|
6
|
|
Integration capital
additions
|
(12)
|
(28)
|
|
Restructuring costs including
working capital movements5
|
(115)
|
(142)
|
|
Licences and spectrum
|
(12)
|
(183)
|
|
Interest received and
paid6,7
|
(493)
|
(552)
|
|
Taxation
|
(393)
|
(472)
|
|
Dividends received from associates
and joint ventures
|
243
|
75
|
|
Dividends paid to non-controlling
shareholders in subsidiaries
|
(157)
|
(167)
|
|
Other
|
48
|
(13)
|
|
Free cash flow2
|
(1,096)
|
(1,733)
|
36.8
|
Acquisitions and
disposals
|
6,564
|
266
|
|
Equity dividends paid
|
(1,201)
|
(1,210)
|
|
Share buybacks
|
(879)
|
-
|
|
Foreign exchange
(loss)/gain
|
(177)
|
14
|
|
Other movements in net
debt7,8
|
(1,744)
|
(213)
|
|
Net
debt decrease/(increase)2
|
1,467
|
(2,876)
|
|
Opening net
debt2
|
(33,242)
|
(33,250)
|
|
Closing net debt2
|
(31,775)
|
(36,126)
|
12.0
|
Net debt of Vodafone Spain and
Vodafone Italy2
|
28
|
(114)
|
|
Closing net debt incl. Vodafone Spain and Vodafone
Italy2
|
(31,747)
|
(36,240)
|
12.4
|
|
|
|
|
Free cash flow2
|
(1,096)
|
(1,733)
|
|
Adjustments:
|
|
|
|
- Licences and
spectrum
|
12
|
183
|
|
- Restructuring costs
including working capital movements5
|
115
|
142
|
|
- Integration capital
additions
|
12
|
28
|
|
- Other adjustments
|
7
|
-
|
|
Adjusted free cash flow2
|
(950)
|
(1,380)
|
|
Notes:
1. The results for the six months ended
30 September 2023 have been re-presented to reflect that the
results of Vodafone Spain and Vodafone Italy are reported as
discontinued operations. See note 5 'Discontinued operations and
assets held for sale' in the condensed consolidated financial
statements for more information.
2. Adjusted EBITDAaL, Free cash flow, Adjusted free cash flow
and Net debt are non-GAAP measures. See page 49 for more
information.
3. See
page 62 for an analysis of tangible and intangible additions in the
year.
4. Includes the impact of €143 million of Trade payables for
which the Group has extended payment terms from 30 to 90 days
through the use of reverse factoring at 30 September 2024 (31 March
2024: €nil).
5. Includes working capital in respect of integration capital
additions.
6. Interest received and paid excludes €208 million outflow (H1
FY24: €188 million) in relation to the cash portion of interest on
lease liabilities included within Adjusted EBITDAaL.
7. During
the period and following the disposal of an 18% interest in Indus
Towers on 19 June 2024, the Group has repaid €1,699 million of bank
borrowings that are secured against the Group's shareholdings in
Indus Towers and Vodafone Idea. €537 million of this repayment
comprises accrued interest, which is included in Other movements in
net debt together with the principal repayment of €1,162 million.
€94 million (31 March 2024: €1,720 million) remains outstanding on
the facility at 30 September 2024.
8. Other
movements in net debt for H1 FY25 includes a net outflow from
discontinued operations of €224 million (H1 FY24: €242 million
outflow), together with the partial repayment of borrowings secured
against Indian assets of €1,699 million (H1 FY24: €nil).
Acquisitions and disposals
includes the disposal of 10% of Oak Holdings 1 GmBH (€1,336
million) and the disposal of 18% of Indus Towers Limited (€1,684
million). Additionally, the Group disposed of Vodafone Spain to
Zegona Communications plc ("Zegona") for total cash consideration
of €4,069 million (subject to closing accounts adjustments), of
which €3,669 million is included in this line. The remaining €400
million relates to the future use of the Vodafone brand and certain
procurement services to be provided by the Group to
Zegona.
Adjusted free cash flow was an
outflow of €950 million in the period, representing an improvement
of €430 million compared to the comparative period. This reflects
higher dividends from associates and joint ventures and lower
taxation.
Borrowings and cash
position
|
|
|
|
|
|
|
Re-presented1
|
|
|
|
H1 FY25
|
Year-end
FY24
|
Reported
|
|
|
€m
|
€m
|
change %
|
Non-current borrowings
|
(47,232)
|
(49,259)
|
|
Current borrowings
|
(8,521)
|
(7,728)
|
|
Borrowings
|
(55,753)
|
(56,987)
|
|
Cash and cash equivalents
|
7,008
|
6,183
|
|
Borrowings less cash and cash equivalents
|
(48,745)
|
(50,804)
|
4.1
|
Note:
1.
On 1 April 2024, the Group adopted amendments to IAS 1
'Presentation of Financial Statements' which has impacted the
classification of certain bonds between Current borrowings and
Non-current borrowings. See note 1 'Basis of preparation' for more
information.
Borrowings principally includes
bonds of €39,522 million (31 March 2024: €40,743 million), lease
liabilities of €10,790 million (31 March 2024: €9,672 million),
cash collateral liabilities of €2,179 million (31 March 2024:
€2,628 million) and €94 million (31 March 2024: €1,720 million) of
bank borrowings that are secured against the Group's shareholdings
in Indus Towers and Vodafone Idea.
The decrease in borrowings of
€1,234 million was primarily driven by the repayment of the bank
borrowings secured against Indus and VIL assets of €1,699 million,
repayment of bonds of €3,812 million, a net reduction in collateral
liabilities of €449 million and favourable foreign exchange
movements of €480 million, partially offset by the issue of new
bonds of €3,352 million, an increase in lease liabilities of €1,118
million and an increase in other borrowings of €986
million.
|
|
|
|
|
Funding position
|
|
|
|
|
H1 FY25
|
Year-end
FY24
|
Reported
|
|
|
€m
|
€m
|
change %
|
Bonds
|
(39,522)
|
(40,743)
|
|
Bank loans
|
(725)
|
(767)
|
|
Other borrowings including
spectrum
|
(2,443)
|
(1,457)
|
|
Gross debt1
|
(42,690)
|
(42,967)
|
0.6
|
Cash and cash equivalents
|
7,008
|
6,183
|
|
Short-term
investments2
|
4,101
|
3,225
|
|
Derivative financial
instruments3
|
1,196
|
2,204
|
|
Net collateral
liabilities4
|
(1,390)
|
(1,887)
|
|
Net
debt1
|
(31,775)
|
(33,242)
|
4.4
|
Notes:
1. Gross
debt and Net debt are non-GAAP measures. See page 49 for more
information.
2. Short-term investments includes €1,997 million (31 March
2024: €1,201 million) of highly liquid government and
government-backed securities and managed investment funds of €2,104
million (31 March 2024: €2,024 million) that are in highly rated
and liquid money market investments with liquidity of up to 90
days.
3. Derivative financial instruments excludes derivative
movements in cash flow hedging reserves of €735 million gain (31
March 2024: €498 million gain).
4. Collateral arrangements on derivative financial instruments
result in cash being held as security. This is repayable when
derivatives are settled and is therefore deducted from
liquidity.
Net debt decreased by €1,467
million to €31,775 million. This was driven by cash proceeds from
acquisitions and disposals (€6,564 million), partially offset by a
free cash outflow of €1,096 million, equity dividends of €1,201
million, share buybacks of €879 million and €1,699 million in
relation to the partial repayment of borrowings secured against
Indian assets.
Other funding considerations
include:
|
H1 FY25
|
Year-end
FY24
|
|
|
|
€m
|
€m
|
|
Lease liabilities
|
(10,790)
|
(9,672)
|
|
Pension fund liabilities
|
(174)
|
(181)
|
|
Guarantees over loan issued by
Australia joint venture
|
(1,450)
|
(1,479)
|
|
Equity characteristic of 50%
attributed by credit rating agencies to 'Hybrid bonds' included in
net debt, EUR swapped value of €8,993 million (€8,993 million as at
31 March 2024)1
|
4,497
|
4,497
|
|
|
|
|
|
|
Note:
1.
The balance at 30 September 2024 includes equity
characteristic for Hybrid bonds of €415 million (EUR swapped value
of €830 million) that were repaid on 3 October 2024.
The Group's gross and net debt
includes certain bonds which have been designated in hedge
relationships, which are carried at €968 million higher value
(€1,229 million higher as at 31 March 2024) than their euro
equivalent redemption value. In addition, where bonds are issued in
currencies other than the euro, the Group has entered into foreign
currency swaps to fix the euro cash outflows on redemption. The
impact of these swaps is not reflected in gross debt and if it were
included, the euro equivalent value of the bonds would decrease by
€788 million (€1,559 million as at 31 March 2024).
Return on capital
employed
Return on capital employed
('ROCE') reflects how efficiently we are generating profit with the
capital we deploy. We calculate two ROCE
measures: i) Pre-tax ROCE for controlled operations only and ii)
Post-tax ROCE including associates and joint
ventures.
ROCE calculated using GAAP
measures for the 12 months ended 30 September 2024 was 3.9% (H1
FY24: 11.7%), impacted by lower operating profit.
The table below presents adjusted
ROCE metrics. Pre-Tax ROCE (controlled) was 7.2%, 0.8pp ahead of
the equivalent metric presented in H1 FY24 of 6.4%. The
re-presentation to reflect the results of Vodafone Spain and
Vodafone Italy as discontinued operations has the effect of
improving ROCE in the prior period by 1.4pp to 7.8%.
|
|
Re-presented1
|
|
|
H1
FY252
|
H1
FY242
|
Reported
|
|
%
|
%
|
Change pps
|
Pre-tax ROCE (controlled)2
|
7.2%
|
7.8%
|
(0.6)
|
Post-tax ROCE (controlled and associates/joint
ventures)2
|
4.6%
|
5.0%
|
(0.4)
|
Notes:
1. The results for the 12 months ended
30 September 2023 have been re-presented to reflect that the
results of Vodafone Spain and Vodafone Italy are reported as
discontinued operations. See note 5 'Discontinued operations and
assets held for sale' in the condensed consolidated financial
statements for more information.
2. The
half-year ROCE calculation is based on returns for the 12 months
ended 30 September. ROCE is calculated by
dividing Operating profit by the average of capital employed as
reported in the consolidated statement of financial position.
Pre-tax ROCE (controlled) and Post-tax ROCE (controlled and
associates/joint ventures) are non-GAAP measures. See page 49 for
more information.
Funding facilities
As at 30 September 2024, the Group
had undrawn revolving credit facilities of €7.6 billion comprising
euro and US dollar revolving credit facilities of €4.1 billion and
US$4.0 billion (€3.5 billion) which mature in 2029 and 2028
respectively. Both committed revolving credit facilities support US
and euro commercial paper programmes of up to US$15 billion (€13.4
billion) and €10 billion respectively.
Post employment
benefits
As at 30 September 2024,
the Group's net surplus of scheme assets
over scheme liabilities was €193 million (€76 million net surplus
as at 31 March 2024).
Dividends
Dividends will continue to be
declared in euros, aligning the Group's shareholder returns with
the primary currency in which we generate free cash flow, and paid
in euros, pounds sterling and US dollars. The foreign exchange rate
at which future dividends declared in euros will be converted into
pounds sterling and US dollars will be calculated based on the
average World Markets Company benchmark rates over the five
business days during the week prior to the payment of the
dividend.
The Board has announced an interim
dividend per share of 2.25 eurocents (H1 FY24: 4.50
eurocents).
The ex-dividend date for the
interim dividend is 21 November 2024 for ordinary shareholders and
22 November 2024 for ADR holders, the record date is 22 November
2024 and the dividend is payable on 7 February 2025.
Shareholders may elect to receive
their dividend in either eurocents or GBP and the last day for
election will be 17 January 2025. Alternatively, shareholders may
participate in the dividend reinvestment plan and elections must be
made by 17 January 2025. More information can be found at
vodafone.com/dividends
Other
significant developments
|
|
|
Executive Committee
changes
On 15 April 2024, the Group
announced that Marika Auramo had been appointed CEO of Vodafone
Business with effect from 1 July 2024 and became a member of the
Executive Committee from the same date.
On 18 July 2024, the Group
announced that Aldo Bisio will step down as CEO Vodafone Italy and
a Group Executive Committee member on 15 November 2024. Aldo Bisio
will remain a non-executive member of the Board of Directors of
Vodafone Italy to oversee the regulatory approval process of the
sale of Vodafone Italy to Swisscom.
Other leadership changes
Sabrina Casalta, currently CFO
Vodafone Italy, will be appointed interim CEO Vodafone Italy from
15 November 2024 through to the completion of the sale of Vodafone
Italy.
Portfolio update
Vodafone Spain
On 31 May 2024, the Group
announced it had completed the sale of Vodafone Holdings Europe,
S.L.U. ('Vodafone Spain') to Zegona Communications plc for €4.1
billion in cash (subject to closing accounts adjustments) and €0.9
billion in the form of redeemable preference shares.
Indus Towers
On 19 June 2024, the Group
announced the sale of an 18% stake in Indus Towers Limited
('Indus') through an accelerated book-building offering
('placing'). The placing raised INR 153.0 billion (€1.7 billion) in
gross proceeds. Following the placing, the Group holds a 3.1%
shareholding in Indus.
Vantage Towers
On 22 July 2024, the Group
announced the sale of a further 10% stake in Oak Holdings GmbH, the
partnership that co-controls Vantage Towers, for €1.3 billion. Oak
Holdings GmbH owns 89.3% of Vantage Towers and Vodafone's effective
ownership is now 44.7% following this transaction. Vodafone
received €1.3 billion from the sale of this equity
stake.
Principal risks
The key factors and uncertainties
that could have a significant effect on the Group's financial
performance, include the following:
Adverse changes in macroeconomic
conditions
Adverse changes to economic
conditions could result in reduced customer spending, higher
interest rates, adverse inflation, or adverse foreign exchange
rates. Adverse conditions could also lead to limited debt
refinancing options and/or an increase in costs
Adverse market
conditions
Increasing competition could lead
to price wars, reduced margins, loss of market share and/or damage
to market value.
Adverse political and policy
environment
Adverse political and policy
measures impacting our strategy could result in increased costs,
create a competitive disadvantage, or have a negative impact on our
return on capital employed.
Company transformation
Failure to effectively and
successfully transform Vodafone to adapt to future challenges and
demands could result in outdated business models, increased
operational complexity, and hinder growth.
Cyber threat
An external cyber attack, insider
threat or supplier breach could cause service interruption or data
breach.
Data management and
privacy
Data breaches, misuse of data,
data manipulation, inappropriate data sharing, poor data quality or
data unavailability could lead to fines, reputational damage, loss
of value, loss of business opportunity, and failure to meet
customer expectations.
Disintermediation
Failure to effectively respond to
threats from emerging technology or disruptive business models
could lead to a loss of customer relevance, market share and
new/existing revenue streams.
Portfolio transformation and
governance of investments
Failure to manage appropriate
joint ventures ('JVs'), and other investments or challenges to the
timely completions of inflight portfolio actions may result in a
loss of growth potential and shareholder value.
Supply chain disruption
Disruption in our supply chain
could mean that we are unable to execute our strategic plans,
resulting in product and service, unavailability and delays,
increased cost, reduced choice, and lower network
quality.
Technology resilience and future
readiness
Network, system or platform
outages or ineffective execution of the technology strategy could
lead to dissatisfied customers and/or impact
revenue.
Watchlist risks
Our watchlist risk process enables
us to monitor material risks to the Group which fall outside
principal risks. These include, but are not limited
to:
Environmental, Social and
Governance ('ESG')
Failure to prioritise ESG
considerations may result in reputational damage. Negative
publicity related to environmental harm, social issues, or
governance failures can lead to loss of trust amongst customers,
investors and the broader public.
Infrastructure
competitiveness
We continue to provide the
appropriate broadband technology in our fixed and mobile networks.
Our technology strategy incorporates our fixed and mobile network
evolution steps to enhance our coverage and network
performance.
Legal compliance
Non-compliance with laws and
regulations including anti-bribery, competition law, anti-money
laundering, trade controls and sanctions, potentially leading to
fines and reputational risk.
Product innovation
Failure to create and deliver new
products and service categories that diversify revenue growth,
unlock new consumer engagement and mitigate disruption from digital
natives.
Tax
Tax risk covers our management of
tax across the markets in which we operate and how we respond to
changes in tax law, which may have an impact on the
Group.
Emerging risks
We face a number of uncertainties
where an emerging risk may potentially impact us. In general, we
encounter three types of emerging risks. The first type is a new
risk in a known context, where it emerges from the external
environment and can impact the organisation's activities. An
example of this is the potential impact of conflict in the Middle
East. The second type is a known risk in a new context, such as the
need for new skills and talent to support future services. The
third type is a new risk in a new context, such as the impact of
the commercial space age.
We continue to identify new
emerging risk trends, using inputs from analysis of the external
environment and internal sources. We evaluate our risks across
different time periods, allowing us to provide the appropriate
level of focus on these emerging risks. We categorise our emerging
risk into five different categories: technological,
political/regulatory, economic, societal and business environment,
so that the relevant expertise across the business can assess the
potential impacts and time horizon of these risks.
In some cases, there may be
insufficient information to fully analyse and understand the
likelihood, impact or velocity of the risk. As a result, we may not
be able to develop a complete mitigation plan until we have a
better understanding of the threat.
Our emerging risks, within
predefined risk categories, are provided to the ExCo and the Audit
and Risk Committee for further scrutiny.
We confirm that to the best of our
knowledge:
-
The unaudited condensed consolidated financial
statements have been prepared in accordance with IAS 34, 'Interim
Financial Reporting', as issued by the International Accounting
Standards Board and as contained in UK-adopted international
accounting standards; and
-
The interim management report includes a fair
review of the information required by Disclosure Guidance and
Transparency Rules sourcebook 4.2.7 and Disclosure Guidance and
Transparency Rules sourcebook 4.2.8.
Neither the Company nor the
directors accept any liability to any person in relation to the
half-year financial report except to the extent that such liability
could arise under English law. Accordingly, any liability to a
person who has demonstrated reliance on any untrue or misleading
statement or omission shall be determined in accordance with
section 90A and schedule 10A of the Financial Services and Markets
Act 2000.
The names and functions of the
Vodafone Group Plc Board of Directors can be found at:
www.vodafone.com/board
By Order of the Board
Maaike de Bie
Group General Counsel and Company
Secretary
12 November 2024
Unaudited
condensed consolidated financial statements
|
|
|
|
|
|
|
|
Consolidated income statement
|
|
|
|
|
|
|
|
Six
months ended 30 September
|
|
|
|
|
Re-presented1
|
|
|
|
2024
|
2023
|
|
Note
|
|
€m
|
€m
|
Revenue
|
2
|
|
18,276
|
17,983
|
Cost of sales
|
|
|
(12,123)
|
(12,016)
|
Gross profit
|
|
|
6,153
|
5,967
|
Selling and distribution
expenses
|
|
|
(1,355)
|
(1,286)
|
Administrative expenses
|
|
|
(2,700)
|
(2,546)
|
Net credit losses on financial
assets
|
|
|
(209)
|
(224)
|
Share of results of equity accounted
associates and joint ventures
|
|
|
(40)
|
(51)
|
Impairment reversal
|
|
|
-
|
64
|
Other income/(expense)
|
|
|
533
|
(67)
|
Operating profit
|
2
|
|
2,382
|
1,857
|
Investment income
|
|
|
566
|
368
|
Financing costs
|
|
|
(843)
|
(1,395)
|
Profit before taxation
|
|
|
2,105
|
830
|
Income tax expense
|
4
|
|
(900)
|
(746)
|
Profit for the financial period - Continuing
operations
|
|
|
1,205
|
84
|
Profit/(loss) for the financial period - Discontinued
operations
|
|
|
16
|
(239)
|
Profit/(loss) for the financial period
|
|
|
1,221
|
(155)
|
|
|
|
|
|
Attributable to:
|
|
|
|
|
- Owners of the parent
|
|
|
1,064
|
(346)
|
- Non-controlling
interests
|
|
|
157
|
191
|
Profit/(loss) for the financial period
|
|
|
1,221
|
(155)
|
|
|
|
|
|
Earnings per share
|
|
|
|
|
Continuing operations:
|
|
|
|
|
- Basic
|
6
|
|
3.92c
|
(0.40)c
|
- Diluted
|
6
|
|
3.91c
|
(0.40)c
|
Total Group:
|
|
|
|
|
- Basic
|
6
|
|
3.98c
|
(1.28)c
|
- Diluted
|
6
|
|
3.97c
|
(1.28)c
|
|
|
|
|
|
|
Note:
1. The results for the six months
ended 30 September 2023 have been re-presented to reflect that the
results of Vodafone Spain and Vodafone Italy are reported as
discontinued operations. See note 5 'Discontinued operations and
assets held for sale' for more information.
The accompanying notes are an
integral part of the unaudited condensed consolidated financial
statements.
Consolidated statement of comprehensive
income/(expense)
|
|
|
|
|
|
|
Six
months ended 30 September
|
|
|
|
|
|
|
Re-presented1
|
|
|
|
|
|
2024
|
2023
|
|
|
|
|
|
€m
|
€m
|
|
Profit/(loss) for the financial period
|
|
|
|
1,221
|
(155)
|
|
Other comprehensive income/(expense):
|
|
|
|
|
|
|
Items that may be reclassified to the income statement in
subsequent years:
|
|
|
|
|
|
|
Foreign exchange translation
differences, net of tax
|
|
|
|
228
|
(95)
|
|
Foreign exchange translation
differences transferred to the income statement
|
|
|
|
115
|
23
|
|
Other, net of
tax2
|
|
|
|
134
|
(1,150)
|
|
Total items that may be reclassified to the income statement
in subsequent periods
|
|
|
|
477
|
(1,222)
|
|
Items that will not be reclassified to the income statement
in subsequent years:
|
|
|
|
|
|
|
Fair value gains on equity
instruments classified as Other investments, net of tax
|
|
|
|
166
|
-
|
|
Net actuarial gains/(losses) on
defined benefit pension schemes, net of tax
|
|
|
|
75
|
(58)
|
|
Total items that will not be reclassified to the income
statement in subsequent periods
|
|
|
|
241
|
(58)
|
|
Other comprehensive income/(expense)
|
|
|
|
718
|
(1,280)
|
|
Total comprehensive income/(expense) for the financial
period
|
|
|
|
1,939
|
(1,435)
|
|
|
|
|
|
|
|
|
Attributable to:
|
|
|
|
|
|
|
- Owners of the parent
|
|
|
|
1,869
|
(1,626)
|
|
- Non-controlling
interests
|
|
|
|
70
|
191
|
|
|
|
|
|
1,939
|
(1,435)
|
|
Notes:
1. The results for the six months
ended 30 September 2023 have been re-presented to reflect that the
results of Vodafone Spain and Vodafone Italy are reported as
discontinued operations. See note 5 'Discontinued operations and
assets held for sale' for more information.
2. Principally includes the impact
of the Group's cash flow hedges recognised in other comprehensive
income during the period.
The accompanying notes are an
integral part of the unaudited condensed consolidated financial
statements.
Consolidated statement of financial
position
|
|
|
|
|
|
|
|
|
|
|
|
Re-presented1
|
|
|
|
|
|
30
September
|
31
March
|
|
|
|
|
|
2024
|
2024
|
|
|
|
Note
|
|
€m
|
€m
|
|
Non-current assets
|
|
|
|
|
|
|
Goodwill
|
|
|
|
25,073
|
24,956
|
|
Other intangible assets
|
|
|
|
13,400
|
13,896
|
|
Property, plant and
equipment
|
|
|
|
29,680
|
28,499
|
|
Investments in associates and joint
ventures
|
|
8
|
|
7,090
|
10,032
|
|
Other investments
|
|
|
|
2,489
|
1,006
|
|
Deferred tax assets
|
|
|
|
19,716
|
20,177
|
|
Post employment benefits
|
|
|
|
367
|
257
|
|
Trade and other
receivables
|
|
|
|
6,186
|
5,967
|
|
|
|
|
|
104,001
|
104,790
|
|
Current assets
|
|
|
|
|
|
|
Inventory
|
|
|
|
691
|
568
|
|
Taxation recoverable
|
|
|
|
197
|
76
|
|
Trade and other
receivables
|
|
|
|
9,913
|
8,594
|
|
Other investments
|
|
|
|
6,062
|
5,092
|
|
Cash and cash equivalents
|
|
|
|
7,008
|
6,183
|
|
|
|
|
|
23,871
|
20,513
|
|
Assets held for sale
|
|
|
|
11,687
|
19,047
|
|
Total assets
|
|
|
|
139,559
|
144,350
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
Called up share capital
|
|
|
|
4,678
|
4,797
|
|
Additional paid-in
capital
|
|
|
|
149,423
|
149,253
|
|
Treasury shares
|
|
|
|
(7,770)
|
(7,645)
|
|
Accumulated losses
|
|
|
|
(115,695)
|
(114,641)
|
|
Accumulated other comprehensive
income
|
|
|
|
29,007
|
28,202
|
|
Total attributable to owners of the parent
|
|
|
|
59,643
|
59,966
|
|
Non-controlling interests
|
|
|
|
943
|
1,032
|
|
Total equity
|
|
|
|
60,586
|
60,998
|
|
|
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
|
|
Borrowings
|
|
|
|
47,232
|
49,259
|
|
Share of net liabilities in joint
ventures and associates
|
|
8
|
|
49
|
-
|
|
Deferred tax liabilities
|
|
|
|
650
|
699
|
|
Post employment benefits
|
|
|
|
174
|
181
|
|
Provisions
|
|
|
|
1,699
|
1,615
|
|
Trade and other payables
|
|
|
|
3,126
|
2,328
|
|
|
|
|
|
52,930
|
54,082
|
|
Current liabilities
|
|
|
|
|
|
|
Borrowings
|
|
|
|
8,521
|
7,728
|
|
Taxation liabilities
|
|
|
|
669
|
393
|
|
Provisions
|
|
|
|
752
|
833
|
|
Trade and other payables
|
|
|
|
12,205
|
13,398
|
|
|
|
|
|
22,147
|
22,352
|
|
Liabilities held for sale
|
|
|
|
3,896
|
6,918
|
|
Total equity and liabilities
|
|
|
|
139,559
|
144,350
|
|
Note:
1. On 1 April 2024, the Group
adopted amendments to IAS 1 'Presentation of Financial Statements'
which has impacted the classification of certain bonds between
Current borrowings and Non-current borrowings. See note 1 'Basis of
preparation' for more information.
The accompanying notes are an
integral part of the unaudited condensed consolidated financial
statements.
Consolidated statement of changes in equity
|
|
|
|
|
|
|
|
|
|
|
|
|
Share
capital
|
Additional
paid-in
capital1
|
Treasury
shares
|
Accumulated
comprehensive
losses2
|
Equity
attributable to the owners
|
Non-
controlling
interests
|
Total
equity
|
|
€m
|
€m
|
€m
|
€m
|
€m
|
€m
|
€m
|
1
April 2023
|
4,797
|
149,145
|
(7,719)
|
(82,824)
|
63,399
|
1,084
|
64,483
|
Issue or reissue of
shares
|
-
|
1
|
72
|
(72)
|
1
|
-
|
1
|
Share-based payments
|
-
|
65
|
-
|
-
|
65
|
4
|
69
|
Transactions with non-controlling
interests in subsidiaries
|
-
|
-
|
-
|
(8)
|
(8)
|
(3)
|
(11)
|
Share of equity-accounted
entitiesʼ changes
in equity
|
-
|
-
|
-
|
(164)
|
(164)
|
-
|
(164)
|
Comprehensive
(expense)/income
|
-
|
-
|
-
|
(1,626)
|
(1,626)
|
191
|
(1,435)
|
Dividends
|
-
|
-
|
-
|
(1,215)
|
(1,215)
|
(166)
|
(1,381)
|
30
September 2023
|
4,797
|
149,211
|
(7,647)
|
(85,909)
|
60,452
|
1,110
|
61,562
|
|
|
|
|
|
|
|
|
1
April 2024
|
4,797
|
149,253
|
(7,645)
|
(86,439)
|
59,966
|
1,032
|
60,998
|
Issue or reissue of
shares
|
1
|
-
|
76
|
(75)
|
2
|
-
|
2
|
Share-based payments
|
-
|
50
|
-
|
-
|
50
|
3
|
53
|
Transactions with non-controlling
interests in subsidiaries
|
-
|
-
|
-
|
(32)
|
(32)
|
(7)
|
(39)
|
Comprehensive income
|
-
|
-
|
-
|
1,869
|
1,869
|
70
|
1,939
|
Dividends
|
-
|
-
|
-
|
(1,212)
|
(1,212)
|
(155)
|
(1,367)
|
Purchase of treasury
shares
|
-
|
-
|
(1,000)
|
-
|
(1,000)
|
-
|
(1,000)
|
Cancellation of shares
|
(120)
|
120
|
799
|
(799)
|
-
|
-
|
-
|
30
September 2024
|
4,678
|
149,423
|
(7,770)
|
(86,688)
|
59,643
|
943
|
60,586
|
Notes:
1. Includes share premium, capital reserve, capital redemption
reserve, merger reserve and share-based payment reserve. The merger
reserve was derived from acquisitions made prior to 31 March 2004
and subsequently allocated to additional paid-in capital on
adoption of IFRS.
2. Includes accumulated losses and
accumulated other comprehensive income.
The accompanying notes are an
integral part of the unaudited condensed consolidated financial
statements.
Consolidated statement of cash flows
|
|
|
|
|
|
|
|
|
|
Six
months ended 30 September
|
|
|
|
|
|
Re-presented1
|
|
|
|
|
2024
|
2023
|
|
|
Note
|
|
€m
|
€m
|
Inflow from operating activities
|
|
9
|
|
5,644
|
5,544
|
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
|
Purchase of interests in associates
and joint ventures
|
|
|
|
(45)
|
(52)
|
Purchase of intangible
assets
|
|
|
|
(1,023)
|
(1,278)
|
Purchase of property, plant and
equipment
|
|
|
|
(2,182)
|
(2,352)
|
Purchase of investments
|
|
|
|
(1,167)
|
(1,703)
|
Disposal of interests in
subsidiaries, net of cash disposed
|
|
|
|
3,578
|
(67)
|
Disposal of interests in associates
and joint ventures
|
|
|
|
3,020
|
500
|
Disposal of property, plant and
equipment and intangible assets
|
|
|
|
7
|
7
|
Disposal of investments
|
|
|
|
363
|
1,556
|
Dividends received from associates
and joint ventures
|
|
|
|
243
|
75
|
Interest received
|
|
|
|
285
|
295
|
Cash outflows from discontinued
operations
|
|
|
|
(612)
|
(789)
|
Inflow/(outflow) from investing activities
|
|
|
|
2,467
|
(3,808)
|
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
Proceeds from issue of long-term
borrowings
|
|
|
|
3,919
|
1,430
|
Repayment of borrowings
|
|
|
|
(6,923)
|
(4,843)
|
Net movement in short-term
borrowings
|
|
|
|
(249)
|
41
|
Net movement in
derivatives
|
|
|
|
316
|
138
|
Interest paid
|
|
|
|
(1,523)
|
(1,034)
|
Purchase of treasury
shares
|
|
|
|
(879)
|
-
|
Issue of ordinary share capital and
reissue of treasury shares
|
|
|
|
-
|
1
|
Equity dividends paid
|
|
|
|
(1,201)
|
(1,210)
|
Dividends paid to non-controlling
shareholders in subsidiaries
|
|
|
|
(157)
|
(167)
|
Other transactions with
non-controlling shareholders in subsidiaries
|
|
|
|
(23)
|
(17)
|
Cash outflows from discontinued
operations
|
|
|
|
(613)
|
(717)
|
Outflow from financing activities
|
|
|
|
(7,333)
|
(6,378)
|
|
|
|
|
|
|
Net
cash inflow/(outflow)
|
|
|
|
778
|
(4,642)
|
Cash and cash equivalents at the
beginning of the financial period2
|
|
|
|
6,114
|
11,628
|
Exchange (loss)/gain on cash and
cash equivalents
|
|
|
|
(21)
|
45
|
Cash and cash equivalents at the end of the financial
period2
|
|
|
|
6,871
|
7,031
|
Notes:
1. The results for the six months
ended 30 September 2023 have been re-presented to reflect that the
results of Vodafone Spain and Vodafone Italy are reported as
discontinued operations. See note 5 'Discontinued operations and
assets held for sale' for more information.
2. Comprises cash and cash
equivalents as presented in the consolidated statement of financial
position of €7,008 million (€7,148 million as at 30 September
2023), together with overdrafts of €165 million (€117 million as at
30 September 2023) and €28 million (€nil as at 30 September 2023)
of cash and cash equivalents included within Assets held for
sale.
The accompanying notes are an
integral part of the unaudited condensed consolidated financial
statements.
Notes to
the unaudited condensed consolidated financial
statements
1 Basis of preparation
The unaudited condensed
consolidated financial statements for the six months ended 30
September 2024:
·
are prepared in accordance with International
Accounting Standard 34 'Interim Financial Reporting' ('IAS 34') as
issued by the International Accounting Standards Board ('IASB') and
as adopted by the United Kingdom;
·
are presented on a condensed basis as permitted
by IAS 34 and therefore do not include all disclosures that would
otherwise be required in a full set of financial statements and
should be read in conjunction with the Group's Annual Report for
the year ended 31 March 2024;
·
with the exception of IAS 1 'Presentation of
Financial Statements' (see below) apply the same accounting
policies, presentation and methods of calculation as those followed
in the preparation of the Group's consolidated financial statements
for the year ended 31 March 2024, which were prepared in accordance
with UK-adopted International Accounting Standards ('IAS'), with
International Financial Reporting Standards ('IFRS') as issued by
the IASB and with the requirements of the UK Companies Act 2006.
Income taxes are accrued using the tax rate that is expected to be
applicable for the full financial year, adjusted for certain
discrete items which occurred in the interim period in accordance
with IAS 34.
·
include all adjustments, consisting of normal
recurring adjustments, necessary for a fair statement of the
results for the periods presented;
·
do not constitute statutory accounts with the
meaning of section 434(3) of the UK Companies Act 2006;
and
·
were approved by the Board of Directors on 12
November 2024.
The information relating to the
year ended 31 March 2024 is extracted from the Group's published
Annual Report for that year, which has been delivered to the
Registrar of Companies, and on which the auditor's report was
unqualified and did not contain any emphasis of matter of
statements under section 498(2) or 498(3) of the UK Companies Act
2006.
The preparation of the unaudited
condensed consolidated financial statements requires management to
make certain estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the end of the reporting period, and the
reported amounts of revenue and expenses during the period. Actual
results could vary from these estimates. These estimates and
underlying assumptions are reviewed on an ongoing basis. Revisions
to accounting estimates are recognised in the period in which the
estimate is revised if the revisions affects only that period or in
the period of the revision and future periods if the revision
affects both current and future periods.
Going concern
The Group has a robust liquidity
position as at 30 September 2024 with €6.9 billion of cash and cash
equivalents and €4.1 billion of liquid short-term investments
available, together with undrawn revolving credit facilities of
€7.6 billion, which cover all the Group's reasonably expected cash
requirements over the going concern period. The Directors have
reviewed trading and liquidity forecasts for the Group, which were
based on current trading conditions, and considered a variety of
scenarios. As a result of the assessment performed, the Directors
have concluded that the Group is able to continue in operation for
the period up to and including December 2025 and that it is
appropriate to continue to adopt the going concern basis in
preparing the unaudited condensed consolidated financial
statements.
Notes to
the unaudited condensed consolidated financial
statements
1 Basis of preparation
(continued)
Critical accounting judgements and
estimates
The Group's critical accounting
judgements and estimates are disclosed in the Group's Annual Report
for the year ended 31 March 2024.
Judgements relating to potential indicators of
impairment
The Group performs its annual
impairment test for goodwill and indefinite lived intangible assets
as at 31 March.
At interim reporting periods the
Group performs a review to identify any indicator of impairment
that may indicate that the carrying amount of any of the Group's
cash generating units ('CGUs') may not be recoverable. As part of
this assessment as at 30 September 2024, the Group reviewed the key
assumptions underlying the value in use valuations used in the
annual impairment test at 31 March 2024. This included the
year-to-date and expected future performance of the Group's CGUs,
as well as considering the valuation implications of changes in
other factors such as discount rates and the assessment of long
term growth rates. As a result of operating trends in the half
year, a value in use assessment was performed for Vodafone Germany
as at 30 September 2024. See note 3 'Impairment review'.
The Group's review of the
potential impact of indicators of impairment did not indicate that
the carrying amount of any of the Group's CGUs, including Vodafone
Germany, was not recoverable as at 30 September 2024.
Hyperinflationary
economies
The Turkish and Ethiopian
economies were designated as hyperinflationary from 30 June 2022
and 31 December 2022, respectively. The Group has applied IAS 29
'Financial Reporting in Hyperinflationary Economies' to its Turkish
and Ethiopian operations whose functional currencies are Turkish
lira and Ethiopian birr from 1 April 2022.
In applying IAS 29, the Turkish
lira and Ethiopian birr results and non-monetary asset and
liability balances for relevant financial periods have been
revalued to their present value equivalent local currency amounts
at the reporting date, based on the consumer price indexes issued
by the Turkish Statistical Institute and the Central Statistics
Agency of Ethiopia, respectively. Comparative periods are not
restated per IAS 21 'The Effects of Changes in Foreign Exchange
rates'. The respective indices have risen by 18.07% and 6.10%
(2023: 30.08% and 12.09%) during the six months ended 30 September
2024. The revalued balances are translated to euros at the
reporting date exchange rate of €1 : 38.15 TRL and €1 : 132.80 ETB
(2023: €1 : 29.03 TRL and €1 : 58.73 ETB), respectively, applying
IAS 21.
For the Group's operations in
Turkey:
·
The gain or loss on the revaluation of net
monetary assets resulting from IAS 29 application is recognised in
the Consolidated income statement within Other income.
·
The Group also presents the gain or loss on cash
and cash equivalents as monetary items together with the effect of
inflation on operating, investing and financing cash flows as one
number in the Consolidated statement of cash flows.
·
The Group has presented the equity revaluation
effects and the impact of currency movements within other
comprehensive income as such amounts are judged to meet the
definition of 'exchange differences'.
For Safaricom's operations in
Ethiopia, the impacts are reflected as an increase to Investments
in associates and joint ventures in the Consolidated statement of
financial position and an increase to Share of results of equity
accounted associates and joint ventures recognised in the
Consolidated income statement.
Notes to
the unaudited condensed consolidated financial
statements
1 Basis of preparation
(continued)
The main impacts of the
aforementioned adjustments for the Group's Turkish and Ethiopian
operations on the Consolidated financial statements are shown
below.
|
Increase/(decrease)
|
|
2024
|
2023
|
Impact on the consolidated income statement for the six
months ended 30 September
|
€m
|
€m
|
Revenue
|
5
|
35
|
Operating
profit1
|
(154)
|
(5)
|
Profit for the financial
period1
|
(225)
|
(140)
|
|
|
|
|
Increase/(decrease)
|
|
30
September
|
31
March
|
|
2024
|
2024
|
Impact on the consolidated statement of financial
position
|
€m
|
€m
|
Net assets
|
907
|
981
|
Equity attributable to owners of the
parent
|
872
|
913
|
Non-controlling interests
|
35
|
68
|
Note:
1. Includes €31 million gain on the net monetary
assets/liabilities (Six months ended 30 September 2023: €360
million gain).
In addition, it is likely that
Egypt will meet the requirements to be designated as a
hyperinflationary economy under IAS 29 in the coming months. If the
Egyptian economy is designated as hyperinflationary, the Group's
financial reporting relating to its operations in Egypt will be
reported in accordance with IAS 29 applying the Group's policy
detailed above.
New accounting pronouncements
adopted
On 1 April 2024, the Group adopted
certain new accounting policies where necessary to comply with
amendments with IFRS, none of which had a material impact on the
consolidated results, financial position or cash flows of the
Group, except as described below. Further details are provided in
the Group's Annual Report for the year ended 31 March
2024.
Amendments to IAS 1 'Presentation
of Financial Statements'
The Group previously classified
balances relating to certain bonds as current liabilities if it was
the Group's intention to exercise options to redeem them within 12
months of the reporting date. Following the adoption of the IAS 1
amendments on 1 April 2024, bonds that are repayable in more than
12 months are classified as Non-current liabilities regardless of
any intention to redeem the bonds early.
The impact of adopting the
amendments on the consolidated statement of financial position at
31 March 2024 is that €931 million of bonds previously presented
within Current borrowings have been re-presented as bonds within
Non-current borrowings; there is no impact at 30 September
2024.
Notes to
the unaudited condensed consolidated financial
statements
2 Segmental analysis
Operating segments
The Group's operating segments are
established on the basis of those components of the Group that are
evaluated regularly by the chief operating decision maker in
deciding how to allocate resources and in assessing performance.
The Group has determined the chief operating decision maker to be
its Group Chief Executive. The Group has a single group of similar
services and products, being the supply of communications services
and related products.
In October 2023, the Group
announced the disposal of Vodafone Spain which completed on 31 May
2024. In March 2024, the Group announced the planned disposal of
Vodafone Italy. Consequently, Vodafone Spain and Vodafone Italy
were classified as discontinued operations and they were no longer
reporting segments of the Group.
Revenue is attributed to a country
based on the location of the Group company reporting the revenue.
Transactions between operating segments are charged at arm's-length
prices.
The operating segments for
Germany, UK and Africa are individually material for the Group and
are each reporting segments for which certain financial information
is provided. The aggregation of smaller operating segments into the
Other Europe and Turkey reporting segments reflects, in the opinion
of management, the similar local market economic characteristics
and regulatory environments for each of those operating segments as
well as the similar products and services sold and comparable
classes of customers. In the case of the Other Europe segment
(comprising Albania, Czech Republic, Greece, Ireland, Portugal and
Romania), this largely reflects membership or a close association
with the European Union, whilst the Turkey segment sits outside the
European Union and has different economic and regulatory
environment characteristics. Common Functions is a separate
reporting segment and comprises activities which are undertaken
primarily in central Group entities that do not meet the criteria
for aggregation with other reporting segments.
Revenue disaggregation
Revenue reported for the period
includes revenue from contracts with customers, comprising service
and equipment revenue, as well as other revenue items including
revenue from leases and interest revenue arising from transactions
with a significant financing component. The tables below and
overleaf disaggregate the Group's revenue by reporting
segment.
The table below presents the
results for the six months ended 30 September 2024.
|
Service
revenue
|
Equipment revenue
|
Revenue
from contracts with customers
|
Other
revenue1
|
Interest
revenue
|
Total
segment revenue
|
Adjusted
EBITDAaL
|
|
€m
|
€m
|
€m
|
€m
|
€m
|
€m
|
€m
|
Six
months ended 30 September 2024
|
|
|
|
|
|
|
|
Germany
|
5,500
|
443
|
5,943
|
171
|
8
|
6,122
|
2,290
|
UK
|
2,891
|
517
|
3,408
|
14
|
26
|
3,448
|
707
|
Other Europe
|
2,410
|
322
|
2,732
|
61
|
11
|
2,804
|
784
|
Turkey
|
1,103
|
285
|
1,388
|
3
|
-
|
1,391
|
394
|
Africa
|
2,951
|
509
|
3,460
|
228
|
17
|
3,705
|
1,214
|
Common
Functions2
|
322
|
21
|
343
|
562
|
1
|
906
|
22
|
Eliminations
|
(68)
|
-
|
(68)
|
(32)
|
-
|
(100)
|
-
|
Group
|
15,109
|
2,097
|
17,206
|
1,007
|
63
|
18,276
|
5,411
|
Notes:
1. Other
revenue includes lease revenue recognised under IFRS 16
'Leases'.
2. Comprises central teams and
business functions.
Notes to
the unaudited condensed consolidated financial
statements
2 Segmental analysis
(continued)
The table below presents the
comparative information for the six months ended 30 September
2023.
|
Service
revenue
|
Equipment revenue
|
Revenue
from contracts with customers
|
Other
revenue1
|
Interest
revenue
|
Total
segment revenue
|
Adjusted
EBITDAaL
|
|
€m
|
€m
|
€m
|
€m
|
€m
|
€m
|
€m
|
Six
months ended 30 September 2023 Re-presented2
|
|
|
|
|
|
|
|
Germany
|
5,722
|
503
|
6,225
|
173
|
7
|
6,405
|
2,527
|
UK
|
2,822
|
526
|
3,348
|
17
|
12
|
3,377
|
640
|
Other Europe
|
2,366
|
285
|
2,651
|
21
|
7
|
2,679
|
766
|
Turkey
|
828
|
297
|
1,125
|
3
|
-
|
1,128
|
254
|
Africa
|
2,924
|
473
|
3,397
|
178
|
15
|
3,590
|
1,241
|
Common
Functions3
|
282
|
24
|
306
|
624
|
(1)
|
929
|
(1)
|
Eliminations
|
(83)
|
-
|
(83)
|
(42)
|
-
|
(125)
|
-
|
Group
|
14,861
|
2,108
|
16,969
|
974
|
40
|
17,983
|
5,427
|
Notes:
1. Other
revenue includes lease revenue recognised under IFRS 16
'Leases'.
2. The
results for the six months ended 30 September 2023 have been
re-presented to reflect that the results of Vodafone Spain and
Vodafone Italy are reported as discontinued operations and are
therefore excluded. See note 5 'Discontinued operations and assets
held for sale' for more information.
3. Comprises central teams and
business functions.
A reconciliation of Adjusted
EBITDAaL, the Group's measure of segment profit, to the Group's
profit before taxation for the financial period is shown
below.
|
Six
months ended 30 September
|
|
|
Re-presented1
|
|
2024
|
2023
|
|
€m
|
€m
|
Adjusted EBITDAaL
|
5,411
|
5,427
|
Restructuring costs
|
(58)
|
(102)
|
Interest on lease
liabilities
|
220
|
217
|
Loss on disposal of property, plant
and equipment and intangible assets
|
(12)
|
(18)
|
Depreciation and amortisation on
owned assets
|
(3,672)
|
(3,613)
|
Share of results of equity accounted
associates and joint ventures
|
(40)
|
(51)
|
Impairment reversal
|
-
|
64
|
Other
income/(expense)2
|
533
|
(67)
|
Operating profit
|
2,382
|
1,857
|
Investment
income3
|
566
|
368
|
Financing
costs4
|
(843)
|
(1,395)
|
Profit before taxation
|
2,105
|
830
|
Notes:
1. The
results for the six months ended 30 September 2023 have been
re-presented to reflect that the results of Vodafone Spain and
Vodafone Italy are now reported as discontinued operations. See
note 5 'Discontinued operations and assets held for sale' for more
information.
2. Principally comprises a gain of €714 million in respect of
the disposal of part of the Group's interest in Indus Towers
Limited ('Indus') (see note 10 'Disposals' for further details),
partially offset by €238 million in respect of security
arrangements provided to Indus over the Group's 3.0% interest in
Indus.
3. Includes gains of €242 million
from debt and equity securities held at Fair value through profit
and loss.
4. Includes a gain of €238 million
from the early redemption of bonds prior to their maturity
dates.
Notes to
the unaudited condensed consolidated financial
statements
2 Segmental analysis
(continued)
The Group's non-current assets are
disaggregated as follows:
|
30
September
|
31
March
|
|
2024
|
2024
|
|
€m
|
€m
|
Non-current assets1
|
|
|
Germany
|
42,253
|
42,931
|
UK
|
7,871
|
6,863
|
Other Europe
|
7,424
|
7,564
|
Turkey
|
1,784
|
1,644
|
Africa
|
6,579
|
6,377
|
Common Functions
|
2,242
|
1,972
|
Group
|
68,153
|
67,351
|
Note:
1. Comprises goodwill, other intangible assets and property,
plant and equipment.
3 Impairment review
A value in use assessment was
performed for Vodafone Germany as at 30 September 2024.
Vodafone Germany's estimated
recoverable amount exceeds the carrying value by €0.5 billion as at
30 September 2024 (31 March 2024: €2.3 billion). If the assumptions
used in the impairment review were changed to a greater extent than
as presented in the following table, the changes would, in
isolation, lead to an impairment loss being recognised for the six
months ended 30 September 2024.
|
Key
assumptions used in the value in use calculation
|
Change
required for value in use to equal the carrying value
|
|
|
|
|
|
|
30
September
|
31
March
|
30
September
|
31
March
|
|
2024
|
2024
|
2024
|
2024
|
|
%
|
%
|
pps
|
pps
|
Pre-tax discount rate
|
7.5
|
8.3
|
0.1
|
0.5
|
Long-term growth rate
|
1.2
|
1.0
|
(0.1)
|
(0.4)
|
Projected adjusted 5 year adjusted
EBITDAaL CAGR1
|
2.3
|
2.4
|
(0.2)
|
(1.2)
|
Projected capital
expenditure1
|
16.9 -
20.0
|
17.4 -
19.9
|
0.8
|
3.9
|
Note:
1. Projected adjusted EBITDAaL CAGR is the compound annual
growth rate from the end of FY25 of Vodafone Germany's business
plan after the incremental commercial investment. Projected capital
expenditure (which excludes licences and spectrum) is expressed as
capital expenditure as a percentage of revenue for the 5 years
following FY25 in the business plan.
Notes to
the unaudited condensed consolidated financial
statements
4 Taxation
|
Six
months ended 30 September
|
|
|
Re-presented1
|
|
2024
|
2023
|
|
€m
|
€m
|
United Kingdom corporation tax
(expense)/income
|
|
|
Current
period
|
(44)
|
(38)
|
Adjustments in
respect of prior periods
|
2
|
(19)
|
Overseas current tax
(expense)/income
|
|
|
Current
period
|
(551)
|
(394)
|
Adjustments in
respect of prior periods
|
39
|
-
|
Total current tax expense
|
(554)
|
(451)
|
|
|
|
Deferred tax on origination and
reversal of temporary differences
|
|
|
United Kingdom
deferred tax
|
(27)
|
(24)
|
Overseas deferred
tax
|
(319)
|
(271)
|
Total deferred tax expense
|
(346)
|
(295)
|
|
|
|
Total income tax expense
|
(900)
|
(746)
|
Note:
1.
The results for the six months ended 30 September
2023 have been re-presented to reflect that the results of Vodafone
Spain and Vodafone Italy are reported as discontinued operations.
See note 5 'Discontinued operations and assets held for sale' for
more information.
Deferred tax on losses in
Luxembourg
The tax charge for the six months
ended 30 September 2024 includes a deferred tax charge of €319
million on the use of losses in Luxembourg. The Group does not currently recognise deferred tax assets
forecasted to be used 60 years beyond the balance sheet
date. Reductions in intercompany borrowing
and a minor decrease in base rate yields means that the period over
which we expect to recover the losses is 53 to 58 years, slightly
higher than the 52 to 57 years disclosed as at 31 March 2024. The
actual use of these losses and the period over which they may be
used is dependent on many factors including the level of
profitability in Luxembourg, changes in tax law and any changes to
the structure of the Group.
Further details about the Group's
tax losses can be found in Note 6 'Taxation' to the consolidated
financial statements of Vodafone Group Plc for the year ended 31
March 2024.
Notes to
the unaudited condensed consolidated financial
statements
5 Discontinued operations and assets held
for sale
Discontinued operations
Where operations constitute a
separately reportable segment and have been disposed of, or are
classified as held for sale, the Group classifies such operations
as discontinued.
Discontinued operations are
excluded from the results of continuing operations and are
presented as a single amount as profit or loss after tax from
discontinued operations in the Consolidated income statement.
Discontinued operations are also excluded from segment reporting.
All other notes to the Condensed consolidated financial statements
include amounts for continuing operations, unless indicated
otherwise.
Transactions between the Group's
continuing and discontinued operations are eliminated in full in
the Consolidated income statement. To the extent that the Group
considers that the commercial relationships with discontinued
operations will continue post-disposal, transactions are reflected
within continuing operations with an opposite charge or credit
reflected within the results of discontinued operations resulting
in a net nil impact on the Group's Profit for the financial year
for the years presented.
On 31 October 2023, the Group
announced that it had entered into binding agreements with Zegona
Communications plc ('Zegona') in relation to the disposal of 100%
of Vodafone Holdings Europe, S.L.U. ('Vodafone Spain'). On 31 May
2024, the Group announced it had completed the disposal of Vodafone
Spain. See note 10 'Disposals'.
On 15 March 2024, the Group
announced that it had entered into a binding agreement with
Swisscom AG ('Swisscom') in relation to the disposal of 100% of
Vodafone Italia S.p.A. ('Vodafone Italy'). The expected completion
of the disposal is in early 2025.
Consequently, the results of
Vodafone Spain and Vodafone Italy are reported as discontinued
operations. The assets and liabilities of Vodafone Italy are
presented as held for sale in the consolidated statement of
financial position.
A summary of the results of these
discontinued operations is below.
|
Six
months ended 30 September
|
|
2024
|
2023
|
|
€m
|
€m
|
Profit/(loss) for the financial period - Discontinued
operations
|
|
|
Vodafone
Spain1
|
76
|
(187)
|
Vodafone Italy
|
(60)
|
(52)
|
Total
|
16
|
(239)
|
|
|
|
Earnings/(loss) per share - Discontinued
operations
|
|
|
- Basic
|
0.06c
|
(0.88)c
|
- Diluted
|
0.06c
|
(0.88)c
|
Note:
1. The
results for Vodafone Spain are for the two months to 31 May 2024
when the sale concluded.
Notes to
the unaudited condensed consolidated financial
statements
5 Discontinued operations and assets held
for sale (continued)
Segment analysis of discontinued operations
Vodafone Spain
The results of discontinued
operations in Spain are detailed below.
|
Six
months ended 30 September
|
|
2024
|
2023
|
|
€m
|
€m
|
Revenue
|
603
|
1,887
|
Cost of sales
|
(321)
|
(1,511)
|
Gross profit
|
282
|
376
|
Selling and distribution
expenses
|
(27)
|
(150)
|
Administrative expenses
|
(34)
|
(328)
|
Net credit losses on financial
assets
|
(15)
|
(51)
|
Operating profit/(loss)
|
206
|
(153)
|
Investment income
|
3
|
-
|
Financing costs
|
(8)
|
(35)
|
Profit/(loss) before taxation
|
201
|
(188)
|
Income tax credit
|
-
|
1
|
Profit/(loss) after tax of discontinued
operations
|
201
|
(187)
|
|
|
|
Loss on sale of disposal group
|
(125)
|
-
|
|
|
|
Profit/(loss) for the financial period from
discontinued operations
|
76
|
(187)
|
|
|
|
Total comprehensive income/(expense) for the financial period
from discontinued operations
|
|
|
Attributable to owners of the
parent
|
77
|
(184)
|
On 31 May 2024, the Group
announced that it had completed the disposal of Vodafone Spain. See
note 10 'Disposals' for more information.
Notes to
the unaudited condensed consolidated financial
statements
5 Discontinued operations and assets held
for sale (continued)
Segment analysis of discontinued operations
Vodafone Italy
The results of discontinued
operations in Italy are detailed below.
|
Six
months ended 30 September
|
|
2024
|
2023
|
|
€m
|
€m
|
Revenue
|
2,210
|
2,269
|
Cost of sales
|
(840)
|
(1,750)
|
Gross profit
|
1,370
|
519
|
Selling and distribution
expenses
|
(114)
|
(121)
|
Administrative expenses
|
(246)
|
(426)
|
Net credit losses on financial
assets
|
(26)
|
(20)
|
Other expense
|
-
|
(1)
|
Operating profit / (loss)
|
984
|
(49)
|
Financing costs
|
(45)
|
(43)
|
Profit/(loss) before taxation
|
939
|
(92)
|
Income tax (expense) /
credit
|
(260)
|
40
|
Profit/(loss) after tax of discontinued
operations
|
679
|
(52)
|
|
|
|
After tax loss on the re-measurement of disposal
group
|
(739)
|
-
|
|
|
|
Loss for the financial period from discontinued
operations
|
(60)
|
(52)
|
|
|
|
Total comprehensive expense for the financial period from
discontinued operations
|
|
|
Attributable to owners of the
parent
|
(56)
|
(50)
|
The consideration for Vodafone
Italy is comprised of €8 billion cash to be paid on completion. A
proportion of the consideration is related to future services to be
provided by the Group to Swisscom. For the period ended 30
September 2024, the Group recorded a non-cash charge of €739
million (pre and post-tax), included in discontinued operations, as
a result of the re-measurement of Vodafone Italy to its fair value
less costs to sell. The charge mostly results from the
non-recognition of €976 million (€701 million net of tax)
depreciation and amortisation of Non-current assets from the date
Vodafone Italy was classified as held for sale.
The fair value of the Group's
equity interest at 30 September 2024 was determined with reference
to the consideration expected to be received from the agreed
disposal to Swisscom, less adjustments for estimated completion
adjustments, consideration for future services to be received by
Swisscom from the Group and the elimination of intercompany debt.
This approach was considered to result in a level 2 valuation in
accordance with IFRS 13 as, certain completion related adjustments
and estimates of the value of the future services to be provided,
are not observable.
Notes to
the unaudited condensed consolidated financial
statements
5 Discontinued operations and assets held
for sale (continued)
Assets held for sale
Assets and liabilities held for
sale at 31 March 2024 comprised Vodafone Spain and Vodafone Italy.
Assets and liabilities held for sale at 30 September 2024 comprised
Vodafone Italy.
The relevant assets and
liabilities are detailed in the table below.
|
30
September
|
31
March
|
|
2024
|
2024
|
|
€m
|
€m
|
Non-current assets
|
|
|
Goodwill
|
1,674
|
2,398
|
Other intangible assets
|
3,416
|
4,318
|
Property, plant and
equipment
|
4,895
|
9,264
|
Other investments
|
-
|
2
|
Deferred tax assets
|
208
|
461
|
Trade and other
receivables
|
143
|
390
|
|
10,336
|
16,833
|
Current assets
|
|
|
Inventory
|
117
|
173
|
Taxation recoverable
|
76
|
77
|
Trade and other
receivables
|
1,130
|
1,922
|
Cash and cash equivalents
|
28
|
42
|
|
1,351
|
2,214
|
|
|
|
Assets held for sale
|
11,687
|
19,047
|
|
|
|
Non-current liabilities
|
|
|
Borrowings
|
1,387
|
2,387
|
Deferred tax liabilities
|
-
|
3
|
Post employment benefits
|
36
|
45
|
Provisions
|
120
|
273
|
Trade and other payables
|
92
|
163
|
|
1,635
|
2,871
|
Current liabilities
|
|
|
Borrowings
|
727
|
1,019
|
Taxation liabilities
|
12
|
12
|
Provisions
|
82
|
90
|
Trade and other payables
|
1,440
|
2,926
|
|
2,261
|
4,047
|
|
|
|
Liabilities held for sale
|
3,896
|
6,918
|
Notes to
the unaudited condensed consolidated financial
statements
6 Earnings per share
|
Six
months ended 30 September
|
|
2024
|
2023
|
|
Millions
|
Millions
|
Weighted average number of shares
for basic earnings per share
|
26,718
|
27,033
|
Effect of dilutive potential shares:
restricted shares and share options
|
110
|
-
|
Weighted average number of shares for diluted earnings per
share
|
26,828
|
27,033
|
|
|
|
Earnings per share attributable to owners of the parent
during the period
|
|
|
|
Six
months ended 30 September
|
|
|
Re-presented1
|
|
2024
|
2023
|
|
€m
|
€m
|
Profit/(loss) for earnings per share
from continuing operations attributable to owners
|
1,048
|
(107)
|
Profit/(loss) for earnings per share
from discontinued operations attributable to owners
|
16
|
(239)
|
Profit/(loss) for basic and diluted earnings per
share
|
1,064
|
(346)
|
|
|
|
|
|
Re-presented1
|
|
eurocents
|
eurocents
|
Basic earnings/(loss) per share from
continuing operations
|
3.92
|
(0.40)
|
Basic earnings/(loss) per share from
discontinued operations
|
0.06
|
(0.88)
|
Basic earnings/(loss) per share
|
3.98
|
(1.28)
|
|
|
|
|
|
|
|
|
Re-presented1
|
|
eurocents
|
eurocents
|
Diluted earnings/(loss) per share
from continuing operations
|
3.91
|
(0.40)
|
Diluted earnings/(loss) per share
from discontinued operations
|
0.06
|
(0.88)
|
Diluted earnings/(loss) per share
|
3.97
|
(1.28)
|
Note:
1. The
results for the six months ended 30 September 2023 have been
re-presented to reflect that the results of Vodafone Spain and
Vodafone Italy are reported as discontinued operations. See note 5
'Discontinued operations and assets held for sale' for more
information.
7 Dividends
|
Six
months ended 30 September
|
|
2024
|
2023
|
|
€m
|
€m
|
Declared during the financial period:
|
|
|
Final dividend for the year ended 31
March 2024: 4.50 eurocents per share
|
1,212
|
1,215
|
(2023: 4.50 eurocents per
share)
|
|
|
|
|
|
Proposed after the end of the reporting period and not
recognised as a liability:
|
|
|
Interim dividend for the year ending
31 March 2025: 2.25 eurocents per share
|
585
|
1,218
|
(2024: 4.50 eurocents per
share)
|
|
|
Notes to
the unaudited condensed consolidated financial
statements
8 Joint ventures and
associates
|
30
September
|
31
March
|
|
2024
|
2024
|
|
€m
|
€m
|
Oak Holdings 1 GmbH
|
6,104
|
7,620
|
VodafoneZiggo Group Holdings
B.V.
|
458
|
516
|
TPG Telecom Limited
|
-
|
(2)
|
Other
|
64
|
69
|
Investments in joint ventures
|
6,626
|
8,203
|
|
|
|
Safaricom PLC
|
423
|
627
|
Indus Towers
Limited1
|
-
|
1,104
|
Other
|
41
|
98
|
Investments in associates
|
464
|
1,829
|
|
|
|
Investments in joint ventures and
associates
|
7,090
|
10,032
|
|
|
|
TPG Telecom Limited
|
(49)
|
-
|
Share of net liabilities in joint ventures and
associates
|
(49)
|
-
|
Note:
1. In June
2024, the Group announced the sale of an 18% stake in Indus Towers
Limited ('Indus') through an accelerated book-building offering
('placing'). Following the placing, Indus is no longer classified
as an associate and the remaining investment is included in Other
investments.
9 Reconciliation of net cash flow from
operating activities
|
Six
months ended 30 September
|
|
|
Re-presented1
|
|
2024
|
2023
|
|
€m
|
€m
|
Profit for the financial period
|
1,205
|
84
|
Investment
income
|
(566)
|
(368)
|
Financing
costs
|
843
|
1,395
|
Income tax
expense
|
900
|
746
|
Operating profit
|
2,382
|
1,857
|
Adjustments for:
|
|
|
Share-based payments
and other non-cash charges
|
68
|
54
|
Depreciation and
amortisation
|
5,238
|
5,117
|
(Gain)/loss on disposal
of property, plant and equipment and intangible assets
|
(1)
|
17
|
Share of results of
equity accounted associates and joint ventures
|
40
|
51
|
Impairment
reversal
|
-
|
(64)
|
Other
(income)/expense
|
(533)
|
67
|
Increase in
inventory
|
(107)
|
(64)
|
Increase in trade and
other receivables
|
(1,356)
|
(1,154)
|
Decrease in trade and
other payables
|
(784)
|
(1,151)
|
Cash generated by operations
|
4,947
|
4,730
|
Taxation
|
(393)
|
(472)
|
Cashflows from discontinued
operations
|
1,090
|
1,286
|
Net
cash flow from operating activities
|
5,644
|
5,544
|
Note:
1. The
results for the six months ended 30 September 2023 have been
re-presented to reflect that the results of Vodafone Spain and
Vodafone Italy are reported as discontinued operations. See note 5
'Discontinued operations and assets held for sale' for more
information.
Notes to
the unaudited condensed consolidated financial
statements
10 Disposals
Summary of the disposal of
subsidiaries
The difference between the
carrying value of the net assets disposed of and the fair value of
consideration received is recorded as a gain or loss on disposal.
Foreign exchange translation gains or losses relating to
subsidiaries, joint arrangements and associates that the Group has
disposed of, and that have previously been recorded in other
comprehensive income or expense, are also recognised as part of the
gain or loss on disposal.
Aggregate cash consideration in
respect of the disposal of subsidiaries, net of cash disposed, for
the six months ended 30 September 2024 was €3,578 million (six
months ended 30 September 2023: €67m), comprising cash received for
the disposal of subsidiaries of €3,669 million, primarily in
relation to the disposal of Vodafone Spain, less cash disposed of
€91 million.
Vodafone Spain
On 31 May 2024, the Group
announced it had completed the sale of Vodafone Holdings Europe,
S.L.U. ('Vodafone Spain') to Zegona Communications plc ('Zegona')
for €4,069 million in cash (subject to closing accounts
adjustments) and up to €900 million of non-cash consideration in
the form of redeemable preference shares. €400 million of the cash
received relates to future services to be provided by the Group to
Zegona and has been deferred on the Group's Statement of financial
position.
The table below summarises the net
assets disposed and the resulting loss on disposal of €125
million.
|
€m
|
Other intangible assets
|
(996)
|
Property, plant and
equipment
|
(5,058)
|
Other investments
|
(3)
|
Inventory
|
(40)
|
Trade and other
receivables
|
(1,033)
|
Cash and cash equivalents
|
(91)
|
Current and deferred
taxation
|
2
|
Borrowings
|
1,205
|
Trade and other payables
|
1,143
|
Provisions
|
181
|
Net
assets disposed
|
(4,690)
|
Cash proceeds1
|
3,669
|
Non-cash consideration (Zegona
shares)2
|
807
|
Other effects
|
89
|
Net
loss on disposal3
|
(125)
|
Note:
1. Excludes €400
million of consideration related to future services to be provided
by the Group to Zegona.
2. The non-cash
consideration comprises an investment in Zegona shares with a fair
value of €807 million at the transaction date. See note 11 'Fair
value of financial instruments' for further information.
3. Included in Profit/(loss) for the financial period -
Discontinued operations in the Consolidated income
statement.
Notes to
the unaudited condensed consolidated financial
statements
10 Disposals (continued)
Summary of the disposal of joint
ventures and associates
The aggregate cash consideration
in respect of disposals of joint ventures and associates is as
follows:
|
Six
months ended 30 September
|
|
2024
|
2023
|
|
€m
|
€m
|
Cash consideration received
|
|
|
Vantage Towers
|
1,336
|
500
|
Indus Towers Limited
|
1,684
|
-
|
|
3,020
|
500
|
Vantage Towers
On 22 July 2024, the Group
announced the sale of a further 10% stake in Oak Holdings GmbH, the
partnership that co-controls Vantage Towers, for €1,336 million.
Oak Holdings GmbH owns 89.3% of Vantage Towers.
A net gain on disposal of €26
million has been recorded within Other income/expense in the
Consolidated income statement.
Indus Towers
On 19 June 2024, the Group
announced the sale of an 18% stake in Indus Towers Limited
('Indus') through an accelerated book-building offering
('placing'). The placing raised INR 153.0 billion (€1,684 million)
in gross proceeds. Following the placing, the Group de-recognised
its remaining associate investment in Indus, which is now
classified as an Other Investment recorded at fair value through
profit and loss.
A net gain on disposal of €714
million has been recorded within Other income/expense in the
Consolidated income statement.
Notes to
the unaudited condensed consolidated financial
statements
11 Fair value of financial instruments
|
30
September
|
31
March
|
|
2024
|
2024
|
|
€m
|
€m
|
Financial assets at fair value1
|
|
|
Money market funds (included within
Cash and cash equivalents)2
|
2,013
|
2,015
|
Debt and equity securities (included
within Other investments)3
|
6,149
|
3,749
|
Derivative financial instruments
(included within Trade and other
receivables)4,5
|
3,962
|
4,226
|
Trade receivables at fair value
through Other comprehensive income (included with Trade and other
receivables)6
|
1,123
|
735
|
|
13,247
|
10,725
|
|
|
|
Financial liabilities at fair
value1
|
|
|
Derivative financial instruments
(included within Trade and other payables)4,5
|
2,031
|
1,524
|
Financial guarantee (included within
Trade and other payables)7
|
238
|
-
|
|
2,269
|
1,524
|
Notes:
1. The fair value of assets and
liabilities are classified in the Fair Value hierarchy as follows:
Level 1 comprises items where the fair value in determined by
unadjusted quoted prices in active markets. Level 2 comprises items
where the fair value is determined from inputs other than quotes
prices, that are observable for the asset or liability, either
directly or indirectly by unadjusted market quoted prices in active
markets and market accepted valuation techniques. Level 3 comprises
items where the fair value determined by including one or more
unobservable inputs to the valuation methodology.
2. Items are measured at fair value
and the valuation basis is Level 1.
3. Quoted debt and
equity securities of €2,991 million (31 March 2024: €1,687 million)
are measured at fair value and classified as Level 1. Further
equity and debt securities of €2,140 million (31 March 2024: €2,062
million) are measured at fair value and classified as Level 2. The
remaining balance represents the Group's investments in Zegona
ordinary shares of €915 million (31 March 2024: €nil) and
convertible loan notes of €103 million, measured at fair value and
classified as Level 3 due to some of the inputs to the valuation
model being unobservable inputs.
4. Derivative financial
assets and liabilities are measured at fair value and classified as
Level 2.
5. €3,772 million (31
March 2024: €4,011 million) of derivative financial assets and
€1,912 million (31 March 2024: €1,468 million) of derivative
financial liabilities are classified as Non-current.
6. Trade receivables at fair value
through Other comprehensive income are measured at fair value and
classified as Level 2. Of this €461 million (31 March 2024: €294
million) are classified as Non-current.
7. Financial guarantee
is a secondary pledge over the shares owned by Vodafone Group in
Indus Towers, ranking behind the Group's existing lenders for the
outstanding bank borrowings secured against Indian assets. This is
measured at fair value and classified as Level 2.
The fair value of the Group's
financial assets held at amortised cost approximates to their fair
value.
The fair value of the Group's
financial liabilities held at amortised cost approximate to fair
value with the exception of outstanding bonds with a carrying value
of €39,522 million (31 March 2024: €40,743 million). These bonds
have a fair value at 30 September of €36,550 million (31 March
2024: €37,144 million), based on Level 1 of the fair value
hierarchy.
Level 3 financial
instruments
Investment in Zegona ordinary shares
Following the completion of the
sale of Vodafone Spain on 31 May 2024 (See note 10 'Disposals'),
the Group received the non-cash consideration component in the form
of €900 million Redeemable Preference Shares ('RPS') issued by
EJLSHM Funding Ltd ('EJLSHM'). The RPS will be redeemed 6 years
after completion, or earlier if there is a material liquidity event
or exit from Zegona that releases funds to its shareholders. The
RPS have a nominal value, including accrued interest, of €915
million at 30 September 2024.
EJLSHM subscribed for new
ordinary shares in Zegona, equivalent to the value of the RPS, the
future proceeds from which will be used to repay the RPS. Per the
contractual arrangement, these ordinary shares do not carry voting
rights, and their value is capped at the nominal value, including
accrued interest, of the RPS. EJSHM is a consolidated special
purpose entity for the Group, resulting in the elimination of the
RPS and the recognition of an investment in the Zegona shares for
the Group. The Zegona shares are recorded at fair value
through profit and loss and have a fair value of €915 million on 30
September 2024.
The valuation approach for the
Zegona shares reflects the contractual terms of the RPS arrangement
and utilises a bespoke option model which draws on observable Level
2 market data inputs, including bond yields, share prices, and
foreign exchange rates. The model also includes certain key inputs
that requires judgement. These include the timing on when EJLSHM
will sell its shares in Zegona to settle its RPS liability to the
Group, Zegona's share price volatility and the share's expected
dividend yield.
Notes to
the unaudited condensed consolidated financial
statements
11 Fair value
of financial instruments (continued)
The only judgement that has a
material impact on the valuation is the Zegona share price
volatility. An increase/(decrease) of the share price volatility by
10% would (decrease)/increase the valuation by €35 million /€nil
(due to fair value being capped at the nominal value of the RPS,
including accrued interest) at 30 September 2024.
Convertible loan notes ('CLN')
Vodafone invested US$25 million in
CLN on 22 January 2024 with a maturity date of 22 January 2034. The
CLN has a conversion feature which allows, in whole or in part, for
the outstanding principal and interest to be converted into fully
paid shares of AST SpaceMobile, Inc. ('ASTS'). The investment is
accounted for at fair value through profit or loss, with its fair
value at 30 September 2024 of €103 million, included within
equities and debt securities. Both Vodafone and ASTS have the
option to convert the CLN to shares at any time after twelve months
following the initial closing. ASTS's option is subject to certain
conditions. The valuation uses a Monte Carlo simulation with Level
2 inputs being the ASTS's market share price, risk-free-rate, share
price volatility and the effective interest rate. Level 3 inputs do
not have a material impact on the valuation.
Notes to
the unaudited condensed consolidated financial
statements
12 Contingent liabilities and legal
proceedings
Note 29 'Contingent liabilities
and legal proceedings' to the consolidated financial statements of
Vodafone Group Plc for the year ended 31 March 2024 sets forth the
Group's contingent liabilities and legal proceedings as of 31 March
2024. There have been no material changes to the Group's contingent
liabilities or legal proceedings during the period covered by this
report, except as disclosed below.
Legal proceedings
South Africa: Kenneth Makate v Vodacom (Pty)
Limited
Mr Kenneth Makate, a former
employee of Vodacom (Pty) Limited ('Vodacom South Africa'), started
legal proceedings in 2008 claiming compensation for a business idea
that led to the development of a service known as 'Please Call Me'
('PCM'). In July 2014, the Gauteng High Court ('the High Court')
ruled that Mr Makate had proven the existence of a contract, but
that Vodacom South Africa was not bound by that contract because
the responsible director did not have authority to enter into such
an agreement on Vodacom South Africa's behalf. The High Court and
Supreme Court of Appeal ('the SCA') turned down Mr Makate's
application for leave to appeal in December 2014 and March 2015,
respectively.
In April 2016, the Constitutional
Court of South Africa ('the Constitutional Court') granted leave to
appeal and upheld Mr Makate's appeal. It found that Vodacom South
Africa is bound by the agreement and ordered the parties to
negotiate, in good faith, and agree a reasonable compensation
amount payable to Mr Makate or, in the event of a deadlock, for the
matter to be referred to Vodacom Group's Chief Executive Officer
('the CEO') to determine such compensation amount. Mr Makate's
application for the aforementioned order to be varied from the
determination of an amount to a compensation model based on a share
of revenue was dismissed by the Constitutional Court. In accordance
with the Constitutional Court order, and after negotiations failed,
the CEO issued his determination on 9 January 2019. However, the
CEO's award of R47million (€2.4 million) was rejected by Mr Makate,
who subsequently brought an application in the High Court for the
review of the CEO's determination and award.
The High Court, in a judgement
delivered on 8 February 2022, set aside the CEO's determination and
ordered him to reassess the amount employing a set of criteria
which would have resulted in the payment of a higher compensation
amount, for the benefit of Mr Makate, than that determined by the
CEO. Vodacom South Africa appealed against the judgement and the
order of the High Court to the SCA. The SCA heard the appeal on 9
May 2023 and its judgement was handed down on 6 February 2024. A
majority of three judges, with a minority of two judges
dissenting, dismissed the appeal and ruled that Mr Makate is
entitled to be paid 5% - 7.5% of the total revenue of the PCM
product from March 2001 to the date of the judgement, plus
interest.
On 27 February 2024, Vodacom South
Africa applied for leave to appeal the judgement and order of the
SCA to the Constitutional Court, resulting in the suspension of the
operation of the judgement and order of the SCA. On 26 August 2024,
the Constitutional Court issued a directive that it will hear
Vodacom South Africa's application for leave to appeal in tandem
with its appeal against the SCA judgement and order. The record of
the proceedings in the SCA, with relevant annotations, was filed in
the Constitutional Court on 26 September 2024. Vodacom South
Africa, as the applicant, filed its written arguments on 10 October
2024 and Mr Makate filed his response on 18 October 2024. The
matter will be heard by the Constitutional Court on 21 November
2024.
Vodacom South Africa is
challenging the SCA's judgement and order on various grounds
including, but not limited to the SCA ignoring the evidence placed
before it on the computation of the quantum of compensation payable
to Mr Makate, and the SCA issuing orders that are incapable of
being implemented and enforced.
The CEO's determination in 2019
amounted to R47 million (€2.4 million). The minority judgement of
the SCA raised Mr Makate's compensation to an amount payable of
R186 million (€9.6 million) The value of the compensation amount
for Mr Makate, as per the SCA's majority judgement and order, would
at a minimum be R29 billion (€1.5 billion). Mr Makate, in his
recent submissions to the Constitutional Court, has stated that his
request is for compensation in the capital amount of R9.4 billion
(€493 million), plus interest from 18 January 2019. Consequently,
the range of the possible compensation outcomes in this matter is
very wide.
The amount ultimately payable to
Mr Makate is uncertain and will depend on the success of Vodacom
South Africa's appeal against the judgement and order of the SCA,
on the merits of the case. The Group is continuing to challenge the
level of compensation payable to Mr Makate and a provision
immaterial to the financial statements has been
recorded.
Notes to
the unaudited condensed consolidated financial
statements
13 Related party transactions
Related party transactions with
the Group's joint arrangements and associates primarily comprise
fees for the use of products and services including network airtime
and access charges, fees for the provision of network
infrastructure and cash pooling arrangements. No related party
transactions have been entered into during the period which might
reasonably affect any decisions made by the users of these
unaudited condensed consolidated financial statements except as
disclosed below.
|
Six
months ended 30 September
|
|
2024
|
2023
|
|
€m
|
€m
|
Sales of goods and services to
associates
|
11
|
15
|
Purchase of goods and services from
associates
|
2
|
3
|
Sales of goods and services to joint
arrangements
|
158
|
133
|
Purchase of goods and services from
joint arrangements
|
362
|
392
|
Interest income receivable from
joint arrangements1
|
25
|
26
|
Interest expense payable to joint
arrangements1
|
144
|
109
|
|
|
|
|
30
September
|
31
March
|
|
2024
|
2024
|
Trade balances owed:
|
|
|
by
associates
|
9
|
19
|
to
associates
|
1
|
1
|
by joint
arrangements
|
208
|
190
|
to joint
arrangements
|
359
|
379
|
Other balances owed by joint
arrangements1
|
1,386
|
1,105
|
Other balances owed to joint
arrangements2
|
5,349
|
4,940
|
Notes:
1. Amounts arise primarily through VodafoneZiggo and Oak
Holdings 1 GmbH. Interest is paid/received in line with market
rates.
2. Amounts are primarily in relation to leases of tower space
from Oak Holdings 1 GmbH.
In the six months ended 30
September 2024, the Group made contributions to defined benefit
pension schemes of €23 million (Six months ended 30 September 2023:
€26 million).
In the six months ended 30
September 2024, dividends of €0.8 million were paid to Board and
Executive Committee members (Six months ended 30 September 2023:
€1.0 million).
Dividends received from joint
ventures and associates are disclosed in the consolidated statement
of cash flows.
Independent review report to Vodafone Group Plc
|
|
|
Conclusion
We have been engaged by Vodafone
Group Plc (the Company) to review the unaudited condensed
consolidated financial statements in the half yearly financial
report for the six months ended 30 September 2024, which comprises
the consolidated income statement, the consolidated statement of
comprehensive income/(expense), the consolidated statement of
financial position, the consolidated statement of changes in
equity, the consolidated statement of cash flows and the related
notes 1 to 13 to the condensed consolidated financial statements.
We have read the other information contained in the half yearly
financial report and considered whether it contains any apparent
misstatements or material inconsistencies with the information in
the unaudited condensed consolidated financial
statements.
Based on our review, nothing has
come to our attention that causes us to believe that the unaudited
condensed consolidated financial statements in the half yearly
financial report for the six months ended 30 September 2024 is not
prepared, in all material respects, in accordance with UK-adopted
International Accounting Standard 34 and the Disclosure Guidance
and Transparency Rules of the United Kingdom's Financial Conduct
Authority.
Basis for Conclusion
We conducted our review in
accordance with International Standard on Review Engagements 2410
(UK) 'Review of Interim Financial Information Performed by the
Independent Auditor of the Entity' (ISRE) issued by the Financial
Reporting Council. A review of interim financial information
consists of making enquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other
review procedures. A review is substantially less in scope than an
audit conducted in accordance with International Standards on
Auditing (UK) and consequently does not enable us to obtain
assurance that we would become aware of all significant matters
that might be identified in an audit. Accordingly, we do not
express an audit opinion.
As disclosed in note 1 'Basis of
preparation', the annual financial statements of the Group are
prepared in accordance with UK adopted international accounting
standards, with International Financial Reporting Standards as
issued by the IASB, and with the requirements of the UK Companies
Act 2006. The unaudited condensed consolidated financial statements
included in this half yearly financial report has been prepared in
accordance with International Accounting Standard 34 'Interim
Financial Reporting' ('IAS 34') as issued
by the International Accounting Standards Board ('IASB') and as
adopted by the United Kingdom.
Conclusions Relating to Going Concern
Based on our review procedures,
which are less extensive than those performed in an audit as
described in the Basis for Conclusion section of this report,
nothing has come to our attention to suggest that management have
inappropriately adopted the going concern basis of accounting or
that management have identified material uncertainties relating to
going concern that are not appropriately disclosed.
This conclusion is based on the
review procedures performed in accordance with this ISRE, however
future events or conditions may cause the entity to cease to
continue as a going concern.
Responsibilities of the directors
The directors are responsible for
preparing the half yearly financial report in accordance with the
Disclosure Guidance and Transparency Rules of the United Kingdom's
Financial Conduct Authority.
In preparing the half yearly
financial report, the directors are responsible for assessing the
Company's ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to
liquidate the Company or to cease operations, or have no realistic
alternative but to do so.
Auditor's Responsibilities for the review of the financial
information
In reviewing the half yearly
report, we are responsible for expressing to the Company a
conclusion on the unaudited condensed consolidated financial
statements in the half yearly financial report. Our conclusion,
including our Conclusions Relating to Going Concern, are based on
procedures that are less extensive than audit procedures, as
described in the Basis for Conclusion paragraph of this
report.
Use of our report
This report is made solely to the
Company in accordance with guidance contained in International
Standard on Review Engagements 2410 (UK) 'Review of Interim
Financial Information Performed by the Independent Auditor of the
Entity' issued by the Financial Reporting Council. To the fullest
extent permitted by law, we do not accept or assume responsibility
to anyone other than the Company, for our work, for this report, or
for the conclusions we have formed.
Ernst & Young LLP
London
12 November 2024
In the discussion of the Group's
reported operating results, non-GAAP measures are presented to
provide readers with additional financial information that is
regularly reviewed by management. This additional information
presented is not uniformly defined by all companies including those
in the Group's industry. Accordingly, it may not be comparable with
similarly titled measures and disclosures by other companies.
Additionally, certain information presented is derived from amounts
calculated in accordance with IFRS but is not itself a measure
defined under GAAP. Such measures should not be viewed in isolation
or as an alternative to the equivalent GAAP measure. The non-GAAP
measures discussed in this document are listed
below.
Non-GAAP measure
|
Defined on page
|
Closest equivalent GAAP measure
|
Reconciled on page
|
Performance metrics
|
|
|
|
Organic revenue growth
|
Page 50
|
Revenue
|
Pages 51, 53 and 54
|
Organic service revenue
growth
|
Page 50
|
Service revenue
|
Pages 51, 53 and 54
|
Organic mobile service revenue
growth
|
Page 50
|
Service revenue
|
Pages 51, 53 and 54
|
Organic fixed service revenue
growth
|
Page 50
|
Service revenue
|
Pages 51, 53 and 54
|
Organic Vodafone Business service
revenue growth
|
Page 50
|
Service revenue
|
Pages 51, 53 and 54
|
Organic M-Pesa revenue
|
Page 50
|
Service revenue
|
Page 51
|
Organic financial services revenue
growth in South Africa
|
Page 50
|
Service revenue
|
Page 51
|
Adjusted EBITDAaL
|
Page 50
|
Operating profit
|
Page 3
|
Organic Adjusted EBITDAaL
growth
|
Page 50
|
Not applicable
|
Page 52
|
Other metrics
|
|
|
|
Adjusted profit attributable to
owners of the parent
|
Page 55
|
Profit attributable to owners of
the parent
|
Page 55
|
Adjusted basic earnings per
share
|
Page 55
|
Basic earnings per
share
|
Page 56
|
Cash flow, funding and capital allocation
metrics
|
|
|
|
Free cash flow
|
Page 56
|
Inflow from operating
activities
|
Page 57
|
Adjusted free cash flow
|
Page 56
|
Inflow from operating
activities
|
Pages 16 and 57
|
Gross debt
|
Page 56
|
Borrowings
|
Page 57
|
Net debt
|
Page 56
|
Borrowings less cash and cash
equivalents
|
Page 57
|
Pre-tax ROCE
(controlled)
|
Page 58
|
ROCE calculated using GAAP
measures
|
Pages 58 and 59
|
Post-tax ROCE (controlled and
associates/joint ventures)
|
Page 58
|
ROCE calculated using GAAP
measures
|
Pages 58 and 59
|
Financing and Taxation metrics
|
|
|
|
Adjusted net financing
costs
|
Page 60
|
Net financing costs
|
Page 14
|
Adjusted profit before
taxation
|
Page 60
|
Profit before taxation
|
Page 61
|
Adjusted income tax
expense
|
Page 60
|
Income tax expense
|
Page 61
|
Adjusted effective tax
rate
|
Page 60
|
Income tax expense
|
Page 61
|
Adjusted share of results of
equity accounted associates and joint ventures
|
Page 60
|
Share of results of equity
accounted associates and joint ventures
|
Page 61
|
Adjusted share of results of
equity accounted associates and joint ventures used in post-tax
ROCE
|
Page 60
|
Share of results of equity
accounted associates and joint ventures
|
Page 61
|
Non-GAAP
measures
Performance metrics
Non-GAAP measure
|
Purpose
|
Definition
|
Adjusted EBITDAaL
|
Adjusted EBITDAaL is used in
conjunction with financial measures such as operating profit to
assess our operating performance and profitability.
It is a key external metric used
by the investor community to assess performance of our
operations.
It is our segment performance
measure in accordance with IFRS 8 (Operating Segments).
|
Adjusted EBITDAaL is operating
profit after depreciation on lease-related right of use assets and
interest on lease liabilities but excluding depreciation,
amortisation and gains/losses on disposal of owned assets and
excluding share of results of equity accounted associates and joint
ventures, impairment losses/reversals, restructuring costs arising
from discrete restructuring plans, other income and expense and
significant items that are not considered by management to be
reflective of the underlying performance of the Group.
|
Adjusted EBITDAaL margin is
Adjusted EBITDAaL divided by Revenue.
Organic growth
Organic growth presents
performance on a comparable basis, excluding the impact of foreign
exchange rates, mergers and acquisitions, the hyperinflation
adjustment in Turkey and other adjustments to improve the
comparability of results between periods.
Organic growth is calculated for
revenue and profitability metrics, as follows:
-
Revenue;
-
Service revenue;
-
Mobile service revenue;
-
Fixed service revenue;
-
Vodafone Business service revenue;
-
M-Pesa revenue;
-
South Africa financial services
revenue;
-
Adjusted EBITDAaL; and
-
Adjusted EBITDAaL margin
Whilst organic growth is not
intended to be a substitute for reported growth, nor is it superior
to reported growth, we believe that the measure provides useful and
necessary information to investors and other interested parties for
the following reasons:
-
It provides additional information on underlying
growth of the business without the effect of certain factors
unrelated to its operating performance;
-
It is used for internal performance analysis;
and
-
It facilitates comparability of underlying growth
with other companies (although the term 'organic' is not a defined
term under GAAP and may not, therefore, be comparable with
similarly-titled measures reported by other companies).
We have not provided a comparative
in respect of organic growth rates as the current rates describe
the change between the beginning and end of the current period,
with such changes being explained by the commentary in this
document. If comparatives were provided, significant sections of
the commentary for prior periods would also need to be included,
reducing the usefulness and transparency of this
document.
Non-GAAP
measures
Six
months ended 30 September 2024
|
|
|
|
|
|
|
|
|
Re-presented1
|
Reported
growth
|
M&A
and Other
|
Foreign
exchange
|
Organic
growth
|
|
|
H1 FY25
|
H1 FY24
|
|
|
€m
|
€m
|
%
|
pps
|
pps
|
%
|
Service revenue
|
|
|
|
|
|
|
Germany
|
5,500
|
5,722
|
(3.9)
|
-
|
-
|
(3.9)
|
|
Mobile service revenue
|
2,497
|
2,530
|
(1.3)
|
-
|
-
|
(1.3)
|
|
Fixed service revenue
|
3,003
|
3,192
|
(5.9)
|
-
|
-
|
(5.9)
|
UK
|
2,891
|
2,822
|
2.4
|
-
|
(1.8)
|
0.6
|
|
Mobile service revenue
|
2,108
|
2,096
|
0.6
|
-
|
(1.9)
|
(1.3)
|
|
Fixed service revenue
|
783
|
726
|
7.9
|
-
|
(1.9)
|
6.0
|
Other Europe
|
2,410
|
2,366
|
1.9
|
-
|
0.6
|
2.5
|
Turkey
|
1,103
|
828
|
33.2
|
(0.8)
|
57.9
|
90.3
|
Africa
|
2,951
|
2,924
|
0.9
|
-
|
9.0
|
9.9
|
Common Functions
|
322
|
282
|
|
|
|
|
Eliminations
|
(68)
|
(83)
|
|
|
|
|
Total service revenue
|
15,109
|
14,861
|
1.7
|
-
|
3.1
|
4.8
|
Other revenue
|
3,167
|
3,122
|
|
|
|
|
Revenue
|
18,276
|
17,983
|
1.6
|
-
|
3.1
|
4.7
|
|
|
|
|
|
|
|
|
Other growth metrics
|
|
|
|
|
|
|
Vodafone Business - Service
revenue
|
3,890
|
3,813
|
2.0
|
-
|
1.3
|
3.3
|
Germany - Vodafone Business service
revenue
|
1,184
|
1,205
|
(1.7)
|
-
|
-
|
(1.7)
|
UK - Vodafone Business service
revenue
|
1,054
|
1,059
|
(0.5)
|
-
|
(1.9)
|
(2.4)
|
Other Europe - Vodafone Business
service revenue
|
761
|
728
|
4.5
|
-
|
0.9
|
5.4
|
Turkey - Vodafone Business service
revenue
|
162
|
109
|
48.6
|
(1.5)
|
64.1
|
111.2
|
Africa - Vodacom Business service
revenue
|
541
|
527
|
2.7
|
-
|
6.1
|
8.8
|
South Africa - Financial services
revenue
|
86
|
77
|
11.7
|
-
|
(2.2)
|
9.5
|
Vodacom International
M-Pesa
|
200
|
188
|
6.4
|
-
|
4.0
|
10.4
|
Egypt - Vodafone Cash
revenue
|
49
|
40
|
22.5
|
-
|
71.4
|
93.9
|
Note:
1. The
results for the six months ended 30 September 2024 have been
re-presented to reflect that the results of Vodafone Spain and
Vodafone Italy are reported as discontinued operations. See note 5
'Discontinued operations and assets held for sale' in the condensed
consolidated financial statements for more
information.
Non-GAAP
measures
Six
months ended 30 September 2024
|
|
|
|
|
|
|
|
|
Re-presented1
|
Reported
growth
|
M&A
and Other
|
Foreign
exchange
|
Organic
growth
|
|
|
H1 FY25
|
H1 FY24
|
|
|
€m
|
€m
|
%
|
pps
|
pps
|
%
|
Adjusted EBITDAaL
|
|
|
|
|
|
|
Germany
|
2,290
|
2,527
|
(9.3)
|
-
|
-
|
(9.3)
|
UK
|
707
|
640
|
10.5
|
-
|
(2.1)
|
8.4
|
Other Europe
|
784
|
766
|
2.3
|
-
|
0.8
|
3.1
|
Turkey
|
394
|
254
|
55.1
|
(8.5)
|
67.6
|
114.2
|
Africa
|
1,214
|
1,241
|
(2.2)
|
-
|
8.9
|
6.7
|
Common Functions
|
22
|
(1)
|
|
|
|
|
Eliminations
|
-
|
-
|
|
|
|
|
Group
|
5,411
|
5,427
|
(0.3)
|
0.7
|
3.4
|
3.8
|
|
|
|
|
|
|
|
|
Percentage point change in Adjusted EBITDAaL
margin
|
|
|
|
|
|
|
Germany
|
37.4%
|
39.5%
|
(2.1)
|
0.1
|
-
|
(2.0)
|
UK
|
20.5%
|
19.0%
|
1.5
|
-
|
-
|
1.5
|
Other Europe
|
28.0%
|
28.6%
|
(0.6)
|
-
|
-
|
(0.6)
|
Turkey
|
28.3%
|
22.5%
|
5.8
|
0.3
|
(0.1)
|
6.0
|
Africa
|
32.8%
|
34.6%
|
(1.8)
|
-
|
0.7
|
(1.1)
|
Group
|
29.6%
|
30.2%
|
(0.6)
|
0.3
|
0.1
|
(0.2)
|
Note:
1. The
results for the six months ended 30 September 2023 have been
re-presented to reflect that the results of Vodafone Spain and
Vodafone Italy are reported as discontinued operations. See note 5
'Discontinued operations and assets held for sale' in the condensed
consolidated financial statements for more
information.
Non-GAAP
measures
Quarter ended 30 September 2024
|
|
|
|
|
|
|
|
|
|
Re-presented1
|
Reported
growth
|
M&A
and Other
|
Foreign
exchange
|
Organic
growth
|
|
|
Q2 FY25
|
Q2 FY24
|
|
|
€m
|
€m
|
%
|
pps
|
pps
|
%
|
Service revenue
|
|
|
|
|
|
|
Germany
|
2,722
|
2,903
|
(6.2)
|
-
|
-
|
(6.2)
|
|
Mobile service revenue
|
1,266
|
1,290
|
(1.8)
|
-
|
-
|
(1.8)
|
|
Fixed service revenue
|
1,456
|
1,613
|
(9.7)
|
-
|
-
|
(9.7)
|
UK
|
1,462
|
1,421
|
2.9
|
-
|
(1.7)
|
1.2
|
|
Mobile service revenue
|
1,063
|
1,057
|
0.6
|
-
|
(1.7)
|
(1.1)
|
|
Fixed service revenue
|
399
|
364
|
9.6
|
-
|
(1.6)
|
8.0
|
Other Europe
|
1,230
|
1,205
|
2.1
|
-
|
0.5
|
2.6
|
Turkey
|
588
|
495
|
18.8
|
37.4
|
32.9
|
89.1
|
Africa
|
1,502
|
1,498
|
0.3
|
-
|
9.4
|
9.7
|
Common Functions
|
176
|
151
|
|
|
|
|
Eliminations
|
(36)
|
(47)
|
|
|
|
|
Total service revenue
|
7,644
|
7,626
|
0.2
|
1.0
|
3.0
|
4.2
|
Other revenue
|
1,596
|
1,564
|
|
|
|
|
Revenue
|
9,240
|
9,190
|
0.5
|
1.3
|
2.8
|
4.6
|
|
|
|
|
|
|
|
|
Other growth metrics
|
|
|
|
|
|
|
Vodafone Business - Service
revenue
|
1,979
|
1,935
|
2.3
|
0.5
|
1.2
|
4.0
|
Germany - Vodafone Business service
revenue
|
598
|
609
|
(1.7)
|
-
|
-
|
(1.7)
|
UK - Vodafone Business service
revenue
|
532
|
531
|
0.2
|
-
|
(1.9)
|
(1.7)
|
Other Europe - Vodafone Business
service revenue
|
389
|
365
|
6.6
|
-
|
0.9
|
7.5
|
Turkey - Vodafone Business service
revenue
|
85
|
64
|
32.8
|
42.0
|
35.1
|
109.9
|
Africa - Vodacom Business service
revenue
|
276
|
268
|
3.0
|
-
|
6.2
|
9.2
|
Note:
1. The
results for the quarter ended 30 September 2023 have been
re-presented to reflect that the results of Vodafone Spain and
Vodafone Italy are reported as discontinued operations. See note 5
'Discontinued operations and assets held for sale' in the condensed
consolidated financial statements for more
information.
Non-GAAP
measures
Quarter ended 30 June 2024
|
|
|
|
|
|
|
|
|
|
|
Reported
growth
|
M&A
and Other
|
Foreign
exchange
|
Organic
growth
|
|
|
Q1 FY25
|
Q1 FY24
|
|
|
€m
|
€m
|
%
|
pps
|
pps
|
%
|
Service revenue
|
|
|
|
|
|
|
Germany
|
2,778
|
2,819
|
(1.5)
|
-
|
-
|
(1.5)
|
|
Mobile service revenue
|
1,231
|
1,240
|
(0.8)
|
-
|
-
|
(0.8)
|
|
Fixed service revenue
|
1,547
|
1,579
|
(2.0)
|
-
|
-
|
(2.0)
|
UK
|
1,429
|
1,401
|
2.0
|
-
|
(2.0)
|
-
|
|
Mobile service revenue
|
1,045
|
1,039
|
0.6
|
-
|
(2.0)
|
(1.4)
|
|
Fixed service revenue
|
384
|
362
|
6.1
|
-
|
(2.0)
|
4.1
|
Other Europe
|
1,180
|
1,161
|
1.6
|
-
|
0.7
|
2.3
|
Turkey
|
515
|
333
|
54.7
|
(80.1)
|
117.3
|
91.9
|
Africa
|
1,449
|
1,426
|
1.6
|
-
|
8.4
|
10.0
|
Common Functions
|
146
|
131
|
|
|
|
|
Eliminations
|
(32)
|
(36)
|
|
|
|
|
Total service revenue
|
7,465
|
7,235
|
3.2
|
(1.2)
|
3.4
|
5.4
|
Other revenue
|
1,571
|
1,558
|
|
|
|
|
Revenue
|
9,036
|
8,793
|
2.8
|
(1.3)
|
3.3
|
4.8
|
|
|
|
|
|
|
|
|
Other growth metrics
|
|
|
|
|
|
|
Vodafone Business - Service
revenue
|
1,911
|
1,878
|
1.8
|
(0.6)
|
1.4
|
2.6
|
Germany - Vodafone Business service
revenue
|
586
|
596
|
(1.7)
|
-
|
-
|
(1.7)
|
UK - Vodafone Business service
revenue
|
522
|
528
|
(1.1)
|
-
|
(1.9)
|
(3.0)
|
Other Europe - Vodafone Business
service revenue
|
372
|
363
|
2.5
|
-
|
0.8
|
3.3
|
Turkey - Vodafone Business service
revenue
|
77
|
45
|
71.1
|
(89.7)
|
131.2
|
112.6
|
Africa - Vodacom Business service
revenue
|
265
|
259
|
2.3
|
-
|
6.1
|
8.4
|
Non-GAAP
measures
Other metrics
Non-GAAP
measure
|
Purpose
|
Definition
|
Adjusted profit attributable to
owners of the parent
|
This metric is used in the
calculation of Adjusted basic earnings per share.
|
Adjusted profit attributable to
owners of the parent excludes restructuring costs arising from
discrete restructuring plans, amortisation of customer bases and
brand intangible assets, impairment losses/reversals, other income
and expense, mark-to-market and foreign exchange movements and fair
value movements on Other investments through profit and loss,
together with related tax effects.
|
Adjusted basic earnings per
share
|
This performance measure is used
in discussions with the investor community.
|
Adjusted basic earnings per share
is Adjusted profit attributable to owners of the parent divided by
the weighted average number of shares outstanding. This is the same
denominator used when calculating basic earnings per
share.
|
Adjusted EBITDAaL and Adjusted profit attributable to owners
of the parent
The table below reconciles
Adjusted EBITDAaL and Adjusted profit attributable to owners of the
parent to their closest equivalent GAAP measures, being Operating
profit and Profit attributable to owners of the parent,
respectively.
|
H1 FY25
|
H1 FY24
Re-presented1
|
|
Reported
|
Adjustments
|
Adjusted
|
Reported
|
Adjustments
|
Adjusted
|
|
€m
|
€m
|
€m
|
€m
|
€m
|
€m
|
Adjusted EBITDAaL
|
5,411
|
-
|
5,411
|
5,427
|
-
|
5,427
|
Restructuring costs
|
(58)
|
58
|
-
|
(102)
|
102
|
-
|
Interest on lease
liabilities
|
220
|
-
|
220
|
217
|
-
|
217
|
Loss on disposal of property, plant
& equipment and intangible assets
|
(12)
|
-
|
(12)
|
(18)
|
-
|
(18)
|
Depreciation and amortisation on
owned assets2
|
(3,672)
|
303
|
(3,369)
|
(3,613)
|
302
|
(3,311)
|
Share of results of equity accounted
associates and joint ventures3
|
(40)
|
104
|
64
|
(51)
|
164
|
113
|
Impairment reversal
|
-
|
-
|
-
|
64
|
(64)
|
-
|
Other income
|
533
|
(533)
|
-
|
(67)
|
67
|
-
|
Operating profit
|
2,382
|
(68)
|
2,314
|
1,857
|
571
|
2,428
|
Investment income
|
566
|
(242)
|
324
|
368
|
-
|
368
|
Financing
costs4
|
(843)
|
(41)
|
(884)
|
(1,395)
|
231
|
(1,164)
|
Profit before taxation
|
2,105
|
(351)
|
1,754
|
830
|
802
|
1,632
|
Income tax
expense5
|
(900)
|
596
|
(304)
|
(746)
|
311
|
(435)
|
Profit for the financial period - Continuing
operations
|
1,205
|
245
|
1,450
|
84
|
1,113
|
1,197
|
Profit/(loss) for the financial
period - Discontinued operations
|
16
|
(16)
|
-
|
(239)
|
239
|
-
|
Profit/(loss) for the financial period
|
1,221
|
229
|
1,450
|
(155)
|
1,352
|
1,197
|
|
|
|
|
|
|
|
Profit attributable to:
|
|
|
|
|
|
|
- Owners of the parent
(Continuing)
|
1,048
|
245
|
1,293
|
|