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MarketScreener Homepage  >  Equities  >  London Stock Exchange  >  Vodafone Group Plc    VOD   GB00BH4HKS39

VODAFONE GROUP PLC

(VOD)
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Delayed Quote. Delayed London Stock Exchange - 10/23 11:36:49 am
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Vodafone Group Plc MERGER UPDATE - BHARTI INFRATEL AND INDUS TOWERS

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09/01/2020 | 03:13am EDT

TIDMVOD

RNS Number : 6338X

Vodafone Group Plc

01 September 2020

Vodafone Group Plc

News Release

1 September 2020

UPDATE ON THE MERGER OF BHARTI INFRATEL AND INDUS TOWERS

Vodafone Group Plc ("Vodafone") today announces that it has agreed with Bharti Airtel Limited ("Bharti Airtel") and Vodafone Idea Ltd ("Vodafone Idea") to proceed with completion of the merger of Indus Towers Limited ("Indus Towers") and Bharti Infratel Limited ("Bharti Infratel" and, following completion, the "Combined Company").

It is expected that Vodafone will be issued with 760 million new shares in the Combined Company at closing in exchange for its 42% shareholding in Indus Towers on the basis that (a) Providence Equity Partners ("Providence") has elected to receive shares in the Combined Company in respect of its 4.85% shareholding in Indus Towers, and (b) Vodafone Idea has elected to sell its full 11.15% shareholding in Indus Towers for cash. The shares issued to Vodafone would be equivalent to 28.2% in the Combined Company. Bharti Airtel's shareholding in Bharti Infratel would be diluted from 53.5% to 36.7%. Bharti Airtel and Vodafone will jointly control the Combined Company.

At the current Bharti Infratel market valuation, Vodafone's stake in the Combined Company would have a value of approximately INR 151 billion (EUR1.7 billion) and Vodafone Idea would receive approximately INR 40 billion (EUR464 million) in cash upon completion.

The final number of shares issued to Vodafone and Providence, as well as the cash paid to Vodafone Idea, will be based on agreed closing adjustments, including but not limited to movements in net debt and working capital for Bharti Infratel and Indus Towers up to closing.

Security Package

The parties have agreed a security package (the "Security Package") for the benefit of the Combined Company. The Security Package can be invoked in the event Vodafone Idea is unable to satisfy certain payment obligations under its Master Services Agreement with the Combined Company (the "MSA").

The Security Package is supported entirely by consideration from the transaction. The Security Package includes the following:

-- a prepayment in cash of INR 24 billion (EUR276 million) to be made at completion of the transaction by Vodafone Idea (the "Prepayment") to the Combined Company in respect of present and future obligations under the MSA;

-- a primary pledge over shares owned by Vodafone in the Combined Company with a value of INR 40 billion (EUR464 million); and

-- a secondary pledge over shares owned by Vodafone in the Combined Company (ranking behind Vodafone's existing lenders for the EUR1.3 billion loan utilised to fund Vodafone's contribution to the Vodafone Idea rights issue in 2019) with a maximum liability cap of INR 42.5 billion (EUR489 million).

The implementation of the Security Package is subject to consent from Vodafone's existing lenders in respect of the loan outlined above, regulatory approvals and on an extraordinary dividend of INR 48 billion (EUR552 million) being declared by the Combined Company within three months after completion.

The number of shares under the primary pledge will be determined at completion, based on the prevailing Bharti Infratel share price. The Security Package will reduce in value over time with payments made by Vodafone Idea under the MSA.

Completion

The transaction is conditional on consent from Vodafone's existing lenders and a grant of an extension by the National Company Law Tribunal ("NCLT") in respect of the statutory filing period for the merger scheme to make the merger scheme effective. Lender consent is expected within 21 days, after which the parties will work to complete the transaction expeditiously.

- ends -

 
For further information: 
 
 Vodafone Group 
Media Relations          Investor Relations 
GroupMedia@vodafone.com  IR@vodafone.co.uk 
 

About Vodafone

Vodafone is a leading technology communications company keeping society connected and building a digital future for everyone.

Vodafone is focused on two scaled and differentiated regional platforms in Europe and Africa. We operate mobile and fixed networks in 22 countries and partner with mobile networks in 48 more. As at 31 March 2020 we had over 300m mobile customers, more than 27m fixed broadband customers and over 22m TV customers.

We connect for a better future. We are optimistic about how technology and connectivity can enhance the future and improve people's lives. Through our business, we aim to build a digital society that enhances socio-economic progress, embraces everyone and does not come at the cost of our planet. That is why we have committed to improve one billion lives and halve our environmental impact by 2025.

For more information, please visit: www.vodafone.com .

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

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Stocks mentioned in the article
ChangeLast1st jan.
BHARTI AIRTEL LIMITED 0.86% 434.35 End-of-day quote.-4.71%
BHARTI INFRATEL LIMITED -1.91% 192.15 Delayed Quote.-23.90%
DOW JONES AFRICA TITANS 50 INDEX -0.14% 485.86 Delayed Quote.-9.41%
LONDON STOCK EXCHANGE PLC -0.92% 8438 Delayed Quote.8.88%
S&P AFRICA 40 INDEX -0.01% 160.77 Delayed Quote.-6.93%
VODAFONE GROUP PLC 3.53% 112.6 Delayed Quote.-23.28%
VODAFONE IDEA LIMITED 1.69% 9.05 Delayed Quote.47.15%
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Financials
Sales 2021 43 417 M 51 412 M 51 412 M
Net income 2021 1 919 M 2 272 M 2 272 M
Net Debt 2021 43 922 M 52 009 M 52 009 M
P/E ratio 2021 19,2x
Yield 2021 7,48%
Capitalization 32 287 M 38 074 M 38 233 M
EV / Sales 2021 1,76x
EV / Sales 2022 1,71x
Nbr of Employees 104 000
Free-Float 92,7%
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Mean consensus OUTPERFORM
Number of Analysts 22
Average target price 1,90 €
Last Close Price 1,20 €
Spread / Highest target 110%
Spread / Average Target 57,8%
Spread / Lowest Target -15,2%
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Managers
NameTitle
Nicholas Jonathan Read Group Chief Executive Officer & Executive Director
Gerard Johannes Kleisterlee Chairman
Margherita Della Valle Group Chief Financial Officer & Director
Pierre Klotz Finance Director
Johan Wibergh Group Chief Technology Officer
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