14 May 2019

Vodafone Group Results:for the year ended 31 March 2019

Disclaimer

2

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prior consent of Vodafone.

Information in this presentation relating to the price at which relevant investments

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otherwise acquire or dispose of securities in any company within the Vodafone

Group.

This presentation contains forward-looking statements, including within the

meaning of the US Private Securities Litigation Reform Act of 1995, which are

subject to risks and uncertainties because they relate to future events. These

forward-looking statements include, without limitation, statements in relation to

Vodafone Group’s financial outlook and future performance. Some of the factors

which may cause actual results to differ from these forward-looking statements are

discussed on the final slide of this presentation.

This presentation also contains non-GAAP financial information which Vodafone’s

management believes is valuable in understanding the performance of the

Vodafone Group. However, non-GAAP information is not uniformly defined by all

companies and therefore it may not be comparable with similarly titled measures

disclosed by other companies, including those in the Vodafone Group’s industry.

Although these measures are important in the assessment and management of the

Vodafone Group’s business, they should not be viewed in isolation or as

replacements for, but rather as complementary to, the comparable GAAP measures.

References to Vodafone are to Vodafone Group Plc and references to Vodafone

Group are to Vodafone Group Plc and its subsidiaries unless otherwise stated.

Vodafone, the Vodafone Portrait, the Vodafone Speech Mark, Vodafone Broken

Speech Mark Outline, Vodacom, Vodafone One, The future is exciting. Ready? and

M-Pesa, are trade marks owned by Vodafone. Other product and company names

mentioned herein may be the trade marks of their respective owners.

Overview

• Good growth in most markets, competition in Spain/Italy & headwinds

in South Africa

• FY 19 guidance achieved

• Reduced financial headroom given weaker revenue growth and higher

spectrum costs in the year

• Rebasing the dividend to 9 eurocents per share in order to:

– Rebuild headroom, supporting our transformation

– Accelerate deleveraging to the low end of our 2.5x-3.0x range

– Secure a progressive dividend

• Mid-term FCF ambition: new LTIP target of €17.7bn (incl. Liberty assets)

3

FY 19: executing at pace on our strategic priorities

4

All growth rates in this document are on an IAS 18 basis, organic and year-on-year, unless otherwise stated, with Vodafone India and Vodafone Qatar excluded from organic growth calculations

Deepening

customer

engagement

Portfolio

management

Improving

asset

utilisation

Accelerating

digital

& radical

simplification

All guidance metrics achieved

1m Broadband net adds

Record lowMobile contract churn

50%of the €1.2bn net EU

opex target already

actioned

5G active network sharing

in the UK, IT & ES

IBM, ARM & AT&Tpartnerships

IndiaVIL JV completed

Successful VIL rights issue

Indus Towers merger on track

New Zealand €2.1bn disposalPrice plans in DE/ES

Simplified

Driving consistent commercial performance, record low mobile churn

Group mobile contract churn (%)

5

12.013.4

14.716.1

17.4

FY 15 FY 16 FY 17 FY 18 FY 19

Group fixed broadband customers1 (m)

18.0

16.616.0 16.0

14.8

FY 15 FY 16 FY 17 FY 18 FY 19

• Consumer NPS lead/co-lead in 16 out of 20 markets

(including 5 of our top 6)

H1: 384k

H2: 655k1.3 1.3 1.3 1.0Net additions

1. Excludes VodafoneZiggo

11.3 11.0

7.6

4.31.9

(5.8)

UK¹ Other AMAP Other Europe Germany² Vodacom Italy Spain

Good EBITDA growth in most markets, Italy stabilising in H2

FY 19 EBITDA growth (%)

(23.5)

6

1. Adjusted for handset financing and one-off settlement in the prior year

2. Adjusted for one-off settlement in the prior year

Service

revenue growth (%) 0.6 5.2 2.1 1.5 3.8 (5.9) (6.4)

(28)

(79)

(38)

(15)

Spain: commercial performance stabilising, launched unlimited

7

Movistar + Orange + other MasMovil

(55)

(103)

(56)

(3)

Q1 18/19 Q2 18/19 Q3 18/19 Q4 18/19

Q4 service revenue growth (Q3 -7.4%) Vodafone contract net ports (000s)-8.9%

Speed differentiated, value accretive

Contract port positive against Tef and Orange

1,000 FTE exits, network sharing with Orange,

content costs reduce in H2

Successful commercial repositioning in value segment

Competing effectively in premium segments

Unlimited data plans launched

Operating model transformation underway

Stable ports, Lowi c.30% market share1 (+18pp yoy)

Mobile

Fixed

1. Mobile net adds market share in value segment in H2

Italy: mobile pressure moderating, strong fixed customer growth

3.9

5.5

3.82.9

Q1 18/19 Q2 18/19 Q3 18/19 Q4 18/19

Q4 service revenue growth (Q3 -4.6%)-6.1%

Price increases in value segment and 2nd brands

MNP activity now below ‘pre-new entrant’ levels

Cost actions support margins

Vodafone to €18.99 and Ho to €12.99

Spin down pressure

Prepaid ARPU -5.8%

Churn reducing to Q4 levels of last year

Opex down 10% YoY; 1,130 FTE efficiencies

Market net ports (m)

5

10

15

20

Sep-18 Dec-18 Mar-19

Headline price evolution (€)

Vodafone Ho Competitor 1 Competitor 2

8

Strong fixed momentum

+83k broadband net adds in Q4 (FY +282k)

Reduced by

c.50%

Financial reviewMargherita Della Valle

Group Chief Financial Officer

3.8 4.2

4.8 4.5

FY 18 FY 19

Full year financial highlights (IAS 18 basis)

Service revenue

(€bn)

41.139.2

FY 18 FY 19

+0.3%1

Adjusted EBITDA

(€bn)

13.4 13.8

14.7 14.1

FY 18 FY 19

+3.1%1+9.4%1

Adjusted EBIT

(€bn)

Free cash flow

4.0 4.4

5.4 5.4

FY 18 FY 19

Growth despite pressures

in Italy & Spain

Underlying EBITDA margin1

+50bps YoY

Stable

(€bn) Underlying Underlying

Underlying growth

Pre-spectrum

Post-spectrum

& restructuring

Driven by adjusted EBITDA

growth

1. Organic growth excluding UK handset financing and settlements in the UK and Germany during the prior year

10

Adjusted and reported earnings

Adjusted earnings1 3,218

Weighted average number of shares2 (m) 27,770

Adjusted earnings per share (eurocents)1 11.59

1. Reported excluding impairment losses, the loss on disposal of Vodafone India, restructuring costs, significant one-off items and amortisation of acquired intangible customer bases and brand intangible assets

2. Weighted average number of shares outstanding includes a dilution of 700 million shares (2018: 1,013 million shares) following the issue of £2.9 billion of mandatory convertible bonds in February 2016 and 136 million

shares following the placing in March 2019 of subordinated mandatory convertible bonds totalling £1.72 billion with a 2 year maturity date due in 2021 and £1.72 billion with a 3 year maturity date due in 2022. 11

(€m)FY 18

IAS 18

Adjusted EBIT 4,827

Impairment loss -

Associates 389

Restructuring (156)

Amortisation of brand assets/other (974)

Other income and expense 213

Operating profit 4,299

Financing costs/income (389)

Tax expense 879

Non-operating income and expense (32)

Discontinued operations (1,969)

Non-controlling interests (349)

Profit/(loss) for the period 2,439

1,451

27,607

5.26

FY 19

IFRS 15

4,253

(3,525)

(348)

(486)

(583)

(262)

(951)

(1,655)

(1,496)

(7)

(3,535)

(376)

(8,020)

€3.4bn loss on India disposal following merger with Idea

Includes Spanish deferred tax asset write-down of €1.2bn

Group effective tax rate 24.4%, mid-term rate still low to mid-20s

Mark to market losses on MCB put options & FX movements

Includes Spain (€2.9bn)

Includes 7 months of Vodafone Idea

Primarily reflects lower adjusted EBIT and Associates

26,771m ex. mandatory convertible bonds (‘MCBs’)

1.1

0.5

0.1

(0.6)

0.9

0.0

0.3

(0.7)

Q1 19 Q2 19 Q3 19 Q4 19

Service revenue growth

0.1

6.4

(1.4)

3.9

(5.8)

0.3

(6.2)

0.8

0.3

6.1

(1.1)

3.8

(6.4)

0.6

(5.9)

1.5

Group

Rest of World

Europe

Vodacom

Spain

UK

Italy

Germany

• Q4 drags from

- UK: phasing of project revenues in the prior year

- Spain: full impact of promotional discounts in Q3

- Italy: MTR cut & phasing of loyalty programme

1. Excluding the benefit of a German legal settlement in Q4 18

2. Q2 19 and Q3 19 IFRS 15 service revenue growth rates restated from 0.3% to flat and 0.4% to 0.3% respectively

Quarterly trends (%)1 Impact of IFRS 15 in FY 19 (%)1

12

IAS 18 basis (ex. UK handset financing) IFRS 15 basis2 IAS 18 basis (ex. UK handset financing) IFRS 15 basis

Service revenue growth drivers

FY 19 organic service revenue growth contribution (ex. HF & MTRs)

(pp)

13

1. Includes common functions and eliminations

1.00.2

1.1

(1.3)

(0.7)

Europe

Consumer

(ex. IT/ES)

Vodafone

Business

Emerging

Consumer

Italy/Spain

Consumer

Wholesale

& MTRs¹

% of service

revenue33% 30% 16% 16%

FY 19

(ex. HF & settlement)

0.3

5%

13.40.1

0.1

0.4

(0.2)

13.8

FY 18

underlying

EBITDA

Direct margin Net A&R Europe opex¹ RoW opex

& other

FY 19

underlying

EBITDA

Over 50% of €1.2bn EU opex target actioned

EBITDA growth (€bn)

14

Organic

opex grew

5% vs.

inflation of

9%

1. Europe and common functions opex

2. Excluding one-off provisions from changes in labour regulation

Progress against

EU opex target

>€1.2bn net reduction

target

>€0.2bn of further

actions already

executed

Still to be

delivered

€0.4bn2 delivered

in FY 19

of which:

• >50% digital

• 30% leveraging scale

Digital case study: rolling out chatbots (TOBi) in Italy

15

-

2

4

6

8

10

12

Apr-18 May-18 Jun-18 Jul-18 Aug-18 Sep-18 Oct-18 Nov-18 Dec-18 Jan-19 Feb-19 Mar-19

WHATSAPPTOBi VOICE

(for fixed)

TOBi VOICE

(for mobile)

TOBi CHAT >90% of contacts

via TOBi

Automated voice

response contacts

End-to-end

TOBi contacts

TOBi handover

to human contacts

Human contacts

(no TOBi)

-15%YoY reduction in

frequency of contact per

customer in H2

66% Contacts now automated1

-19%YoY reduction in Customer

Operations costs in FY 19

Benefits:

TOBi

Human contacts

1. As at March 2019

A fourth consecutive year of EBITDA margin expansion

30.6%

29.0%

28.3% 28.4%

29.7% 30.6%

31.1%

FY 13 FY 14 FY 15 FY 16 FY 17 FY 18 FY 19

Reported EBITDA margin

16

Group adjusted EBITDA margin (%)

IAS 18 basis (ex. HF & settlements)

31.6% 31.4%

16%

16%

11%

22%

7%

28%

FY 19

16% capital

intensity

Mid-teens capital intensity guidance re-iterated

Evolving capex mix (%)

17

Mid-term

Fixed

Success based

(CPE)

IT capabilities

Maintenance

(Network & IT)

Capacity

Coverage

>50% of IT estate

transformed

Digital efficiencies

in maintenance

Investing in

5G roll-out

Limited fixed build

Stable capacity

investments

Network sharing opportunities

Unlocking large industrial synergies

18

Passive

sharing(Towers)

Deep passive (incl. backhaul)

Active

sharing(ex. major cities)

Number of

sites1

UK (CTIL) 14,000

Spain 10,300

Italy 11,100

Germany 30% shared 19,200

EU cluster

(incl. VFZiggo)40% shared 19,200

Europe total 73,800

MoU signed, negotiations ongoing

• Rest of Europe in progress

• Typically breakeven by YR3, majority of benefits by YR5

• Existing UK partnership expanded to 5G, unwinding active sharing

in major cities

• New agreements in Spain and Italy (c.1/3 of EU towers ex. UK)

Driving c.€200m of annual cost and capex savings

1. Controlled sites, excluding third party sites

UK, Spanish & Italian 5G spectrum acquired

Free cash flow

(€m)FY 18

IAS 18

FY 19

IAS 18

Adjusted EBITDA 14,737 14,139

Capital additions (7,321) (7,227)

Working capital (584) (33)

Net interest (753) (502)

Taxation (1,010) (1,040)

Dividends received from associates & investments 489 498

Dividends to non-controlling interests (310) (584)

Other1 169 192

Free cash flow (pre-spectrum) 5,417 5,443

Spectrum (1,123) (837)

Restructuring (250) (195)

Free cash flow 4,044 4,411

Handset financing reversal offset by sale of handset receivables

VHA guarantee fees of €288m in FY 19

Includes €269m Egyptian dividend in FY 19

19

1. Relates to non-cash movements in share based payments and disposal of capital assets

€5.5bn at guidance FX

31.5

27.0(1.8)

(2.1)

(5.4)

(3.8)

4.1

2.8 1.2 0.6

(0.1)

March

2018

KDG put

option

reclassified

VZ loan

note

FY 19

FCF

Mandatory

Convertible

Dividends Spectrum

(including

accruals)

M&A¹ Partial MCB

buyback

FX/

restructuring

/other

March

2019

Pro-forma leverage 2.9x post Liberty

Net debt (€bn)

1. M&A relates primarily to the formation of Vodafone Idea

20

~2.9x

pro-forma

leverage

post LBTY

Outlook

FY 20 EBITDA guidance1 (€bn)

14.1

13.7(0.2)

(0.2)

FY 19

EBITDA

UK handset

financing

Impact from

IFRS 15/16

FY 19

(rebased)

FY 20

EBITDA guidance

13.8-14.2

Adjusted EBITDA of €13.8-14.2bn, implying low single digit organic growth

Free cash flow pre-spectrum of at least €5.4 bn

Non-cash

21

1. We have based guidance for the financial year ending 31 March 2020 on our current assessment of the global macroeconomic outlook and assume foreign exchange rates of €1:£0.87, €1:ZAR 16.4, €1:TRY 6.4 and €1:EGP

19.7. Guidance excludes the impact of licence and spectrum payments, material one-off tax-related payments, restructuring payments, changes in shareholder recharges from India and any fundamental structural change

to the Eurozone. It also assumes no material change to the current structure of the Group. Actual foreign exchange rates may vary from the foreign exchange rate assumptions used.

Low single

digit organic

EBITDA

growth

Free cash flow ambition

Long-term incentive plan (LTIP) targets

22

15.1 15.2

17.017.71

FY 16 FY 17 FY 18 FY 19

New LTIP target & implied dividend cover1

Cumulative 3 year FCF pre-spectrum (€bn)

Achieved

100%

Above

target On-target

1. New LTIP includes acquisition of Liberty Global assets (post restructuring costs)

2. 10 year average cash spectrum spend €1.2bn per annum

3. Dividend cover calculated as cumulative 3 year free cash flow less historic average cash spectrum spend less normalised cash restructuring charges of c. €0.2 billion per annum, divided by 3 years of dividend payments

(€bn)

15.9

17.7

Minimum Target Maximum

3x new dividend

+ historic average

spectrum2

19.6

1.8x3

dividend

cover

(1.1x)

0.5x

0.2x

FY 19 pro-forma

leverage¹

New 3yr

LTIP target²

New

3yr dividend

Potential MCB

buyback

Prioritising deleveraging to rebuild headroom

2.9x

FY 19

EBITDA

Spectrum

Restructuring

EM FX volatility

EBITDA growth

Asset sales

Targeting the lower end of our 2.5x-3.0x range in the next few years

23

Deleveraging drivers

1. Includes the acquisition of Liberty Global’s assets (€18.4bn) and the remaining €1.0bn MCB share buyback

(€bn)Lower end

of 2.5-3.0x

range

leverage

range

3.0x

2.5x

0.8x

(old dividend)

+

-

Strategy updateNick Read

Group Chief Executive

Best Gigabit Network Digital First Radically Simpler

Our strategy

We connect for a better future

Europe

Consumer

Vodafone

Business

Emerging

Consumer

Our purpose

Deeper customer engagement

Scaled platforms & partner of choice

Leading global

IoT platform

85m sims

Loyalty and customer

engagement

MyVodafone App

50m users2

Europe’s leading

TV and content

distribution platform

22m TV customers1

M-Pesa Africa’s largest

payment platform

37m customers

1. Includes VodafoneZiggo and proforma for the acquisition of Liberty Global’s Unitymedia asset in Germany and UPC assets in Central and Eastern Europe

2. Includes JV’s and associates25

3654

7

9

64

59

3223

FY 18 FY 19²

145

OpenFiber >3m homes passed

Network sharing agreement with Orange, expands homes

passed by an additional 1m, opportunity to co-invest

Best gigabit network: Liberty transaction enhances NGN footprint

Strategic partnerships

Germany/CEE acquisition

• Constructive discussions with EC continue

• 300Mbps wholesale broadband access agreement with Tef D

• On track to complete in July

Gigabit upgrades (DOCSIS 3.1)

• Spain complete

• Germany 66% of current footprint

• Netherlands underway

European marketable homes (m) Strengthening our reach and economics

1. Includes Telefonica (selected areas in Spain) and Open Fiber (Italy)

2. Includes VodafoneZiggo and proforma for the acquisition of Liberty Global’s Unitymedia asset in Germany and UPC assets in Central and Eastern Europe

Pro-forma for

Liberty assets

26

108

122

Owned NGN

network

Strategic wholesale

partnerships1

NGN

wholesale

ADSL

139

Best gigabit network: launching Europe’s largest 5G network

We are 5G Ready

1. Sites in cities with more than 100k population

27

69% of EU sites1 enabled for 5G (SRAN & backhaul)

Roll-out to 50+ cities in 9 markets by end of FY 20

Enabling affordable speed tiered unlimited data1/10th cost

Remote healthcare, smart cities, driverless carsDigital Society

Game of Thrones season download in 2 minutes10x faster

Multiplayer e-gaming on the go, 5G smart glasses Real time

First to announce 5G launch in the UK

Best gigabit network: network sharing benefits

• Broader network coverage outside

major cities

• Faster 5G deployment enabling

new experiences

28

Customers

Digital society

Vodafone

• Faster 5G deployment boosts

economic productivity

• Lower environmental impact

(fewer sites, less equipment)

• Industrial synergies

• Maintaining network differentiation

in major cities

48

26

26 ES, IT & UK

Active/passive sharing,

exploring tower

monetisation options

Other Europe (Inc. NL)

Exploring network sharing/tower

options

Germany

No discussions

during spectrum

auction

Unlocking tower monetisation options

(% of towers)

Europe Consumer: simplification, selling ‘one more product’

29

49%of group

service

revenue

3GB

€19.99

6GB

€29.99

Unlimited

2Mbps

€40.99

Super Unlimited

10Mbps

€45.99

Total Unlimited

Full speed

€49.99

Spain mobile plans

Network

experience Content DevicesRoaming

Deeper customer engagement

Fixed

A single commercial approach,

tailored to local customer needs

Improve customer

and sales experience

Migrate customer base

and remove legacy

Accretive to ARPU, upsell

and reduce discounts

Engage on additional services

Principles:

Europe Consumer: scaled platforms

30

Instant Simple Personal Expert

• MyVodafone app 50m unique customers

• Primary customer support channel

• Personalised product and service offers

• Loyalty programs: e.g. Happy in IT

(9m users)

Vodafone TV

• 22m1 TV customers across Europe

• Moving to a single platform post Liberty

acquisitions, VTV launched in 4 markets2

• Content distribution / aggregation,

partner of choice

49%of group

service

revenue

1. Includes VodafoneZiggo and proforma for Liberty Global acquisitions

2. ES, IT, GR and NZ

MyVodafone

23.5

9.7

1.6

(2.2)

0.3

Cloud & Hosting

IoT

Fixed²

Mobile¹

Total

Vodafone Business: fixed and digital services offset mobile pressure

31

1. Mobile excluding IoT; including IoT, mobile was -1.3%

2. Fixed excluding Cloud & Hosting; including Cloud & Hosting fixed was +3.8%

3. Software Defined Wide Area Networking

Key drivers:

30%of group

service

revenue

• SOHO/SME impacted by lower consumer prices

• Pressure on large corporate renewals

• Gaining market share

• SD-WAN3 launched

• Automotive industry slowdown

• FY connectivity revenues +14.5%

• Significant account wins

• Partnership with IBM

• Developing digital solutions for SOHO

FY service revenue growth (%)

Vodafone Business: growth drivers

Fixed market disruptor: SD-WAN Building a global IoT platform

1. Source: Gartner

• Harmonised IoT products and services

roadmap for Auto sector

• Enables SoC-level connectivity for any

application, at lower costs

• Vodafone as the default connectivity

provider

32

• Window of opportunity to replace legacy IP-VPN technology

and displace traditional fixed suppliers

• Vodafone’s global platform enables quicker speed to market

at a lower cost (‘Leader’ in Gartner Magic Quadrant)

FY 18 FY 19 FY 20 FY 21 FY 22 FY 23

Vodafone addressable market (€bn)1

6.3 6.5 6.7 7.07.4

8.3

Legacy IP VPN SD-WAN (incl. services)

30%of group

service

revenue

Best in class global coverage in 180+ countries

77

39

23

14

Data users¹ 4G customers¹ M-Pesa customers

Safaricom

Vodacom

Emerging Consumer: data services and M-Pesa supporting growth

33

Key value drivers M-Pesa: Largest payment platform in Africa2

Customers

16%of group

service

revenue

+4%

YoY

1. Registered 4G customer base and includes Turkey, Vodacom and Egypt

2. Source: GSMA 2018, McKinsey Financial Services Report, eMarketer

Platform for growth

Consumer platformP2P & international

transfers

Enterprise B2B, bank transfers, bills,

salaries

Financial services Loans, handset financing,

insurance

Mobile commerceMerchant in-store

and online

Penetration 41%68% 34%

+62%

YoY +13%

YoY

37m

M-Pesa

20m

No.1 African

bank

Number of transactions per annum

11bn

M-Pesa

9bn

African card

payments

8bn

PayPal

(Global)

Customers (m)

Summary

• Moving at pace on the implementation of our strategy

• More consistent commercial performance to support gradual revenue recovery

• Digital transformation accelerating, confident of delivering €1.2bn opex reduction target by FY 21

• Improving asset utilisation through network sharing deals in Europe, exploring tower monetisation options

• Germany/CEE acquisition on track to close in July 2019, >€6bn cost synergies

• Rebased dividend to rebuild financial headroom, targeting the lower end of our 2.5x - 3.0x range in the next

few years, 3 year FCF LTIP target of €17.7bn

FY 20 outlook: continued growth

• Adjusted EBITDA of €13.8 - €14.2bn, implying low single digit organic growth

• Free cash flow (pre-spectrum) at least €5.4bn

34

Appendix

35

212

258

208

165

8479

46

69 73 76

Q4 17/18 Q1 18/19 Q2 18/19 Q3 18/19 Q4 18/19²

Germany: continued operational momentum and EBITDA growth

36

OutcomesActions

Mobile contract and broadband net adds (000s)

Investing for network leadership

DOCSIS 3.1 upgrade in 66% of footprint

Growing in higher value channels

Direct >48% of gross adds (+4% YoY)

Driving convergence

1.5m converged customers, 20% of broadband base

Digital transformation delivering savings

FY EBITDA +4.3%1, margin +90bps YoY

1. Excludes legal settlement from prior year

2. Contract mobile adjusted for base cleanse (reported Q4 18/19 +60k)

Mobile contract Fixed broadband

UK: strong commercial momentum, margin improvement

37

OutcomesActions

Mobile contract and broadband net adds (000s)

Consumer focus on fixed and youth segment

Broadband net add leadership

Business growing in fixed, mobile pressure continues

Fixed +2.4% in H2

Deepening customer engagement

Launched VeryMe app, churn fell 1.3ppt1 YoY

Driving efficiencies, partly through digitalisation

FY EBITDA +11.3%2, margin +2pp YoY

1. Adjusted for phasing out of Talkmobile customers

2. Adjusted for legal settlement in the prior year and excludes handset financing

3. Adjusted for the phasing out of Talkmobile customers and base cleanse in Q2. Reported contract net adds in FY 17/18: Q4 -14k, and in FY 19: Q1 +60k, Q2 +86k, Q3 +92k, Q4 +26k

6

77

104109

40

66

53

44 4650

Q4 17/18 Q1 18/19 Q2 18/19 Q3 18/19 Q4 18/19

Mobile contract3 Fixed broadband

• FY mobile contract net adds 3x prior year

Vodacom: SA pressure offset by strong international performance

38

OutcomesActions

Service revenue growth (%)

OOB regulation from 1 March 2019

Partially offset by price increase in postpaid

Continue to migrate customers to more in-bundle usage

866m data bundles sold, launched music platform

Digitalisation supporting cost efficiencies

Digital sales 8% - medium term target 25%

Continued strong growth in Internationals (24% of Group)

Driven by customer, M-Pesa and data growth

5.2 4.94.3

(0.9)

0.3

11.1

9.4

15.0

11.1

9.5

Q4 17/18 Q1 18/19 Q2 18/19 ¹ ² Q3 18/19 Q4 18/19

10.2

2.2

1. Underlying growth in Q2 18/19 excluding the impact of a one-off benefit relating to a change in revenue deferral policy for new ‘plus’ plans. Reported growth was 4.3% in South Africa

2. Underlying growth of 10.2% in Q2 18/19 excluding the impact of lapping the devaluation of the Congolese Franc in the prior year. Reported growth was 15.0%

South Africa Internationals

168 172

Mobile contract Converged

498

103

Mobile Contract Fixed broadband

FY customer net

adds (000s)

Financial and

commercial

performance

• FY EBITDA +7.6%, margin +1.1ppt

• Mobile churn at <10% in 6 markets

• Q4 fixed +3.3%

• Q1 OCF +3.4%

• 1.1m converged customers; 70%

mobile main brand / 33% fixed

• 1yr ahead of synergy targets

• Added 5.4m 4G customers; total

4G base now 80.7m, 4G

coverage up to 65%

• Higher customer losses; low

ARPU customer disconnections

post minimum recharge fees

• 60% of synergy target achieved

to date

• Q4 EBITDA +39% QoQ excl. one-

off items; u/lying EBITDA

margin 13.5%

• Successful rights issue, €3.2bn

raised

Other markets

Europe Cluster (12% of Group service revenue)

VodafoneZiggo VodafoneIdea

Q4 service revenue

growth (%) +1.1 -1.01

+0.12

39

1. Based on US GAAP

2. Quarter on quarter Q4 organic service revenue growth

Pro-forma European NGN footprint1

12.8

3.1

10.3

2.97.2

3.4

11.0

6.4

6.9

13.6

12.028.2

0.3

Germany Italy Spain UK Portugal VodafoneZiggo NLJV CEE¹

122m Households passed with NGN (incl. wholesale)

73% Coverage

54m Households passed with own NGN

32% Coverage

75% 70% 78% 88% 63% 93% 38%

Owned Strategic partnership3 Acquired assets Wholesale Household coverage%

Household coverage (m)2

1. Includes VodafoneZiggo and pro-forma adjustments for the announced acquisition of Liberty Global’s Unitymedia asset in Germany and UPC assets in Central and Eastern Europe

2. As at the end of March 2019. Excludes 4.2m wholesale & self built NGN homes passed in Greece and Ireland

3. Of the 3.7m homes passed by Open Fiber, 3.4m were marketable by Vodafone at the end of March 2019 40

Taxation

(€m)FY 18 FY 19

Taxation 879 (1,496)

Deferred tax assets - Luxembourg (330) (488)

De-recognition of deferred tax assets in Spain - 1,166

Amortisation of deferred tax assets 304 320

Tax on the Safaricom transaction 110 -

Additional deferred tax assets recognised (1,603) -

Other (188) (206)

Adjusted tax expense (828) (704)

Adjusted effective tax rate 20.6% 24.4%

41

Deferred tax following revaluation of investments in Luxembourg

Write off of a deferred tax asset in Spain following revised outlook for

the business

Use of tax assets in Luxembourg

CGT on sale of Safaricom to Vodacom

Recognition of tax assets in Luxembourg

Financing costs

(€m)FY 18 FY 19

Net financing costs (389) (1,655)

Mark to market – mandatory convertible bonds (134) 233

Foreign exchange1 (322) 190

Adjusted net financing costs (845) (1,232)

Other mark to market of derivative positions 107 190

Interest expense arising on settlement of outstanding tax issues (11) (1)

Net financing costs before settlement of outstanding tax issues (749) (1,043)

Other FX/FV including Share buyback irrevocable (41) 52

Liberty Global financing costs - 240

Other 27 (10)

Underlying net financing costs excl. Liberty Global (a) (763) (761)

Average net debt (b) (30,024) (30,894)

Net cost of debt2 2.5% 2.5%

42

1. Comprises foreign exchange rate differences reflected in the income statement primarily in relation to sterling and US dollar balances

2. Cost of debt: ((a/b)x2) x 100

FY20 FY21 FY22 FY23 FY24 FY25 FY26 FY27 FY28 FY29 FY30 FY31 FY32 FY33 FY34 FY35 FY36 FY37 FY38 FY39 FY40+

Bond maturity profile1

Average life of bonds: 10.5yrs (including hybrids to call date)

Senior Hybrid

12

10

6

4

2

8

0

43

(€bn)

1. As at 31 March 2019

Forward-looking statement

44

This presentation, along with any oral statements made in connection therewith, contains “forward-looking

statements” including within the meaning of the US Private Securities Litigation Reform Act of 1995 with respect

to the Vodafone Group’s financial condition, results of operations and businesses and certain of the Vodafone

Group’s plans and objectives.

In particular, such forward-looking statements include, but are not limited to, statements with respect to:

expectations regarding the Vodafone Group’s financial condition or results of operations; expectations for the

Vodafone Group’s future performance generally; expectations regarding the Vodafone Group’s operating

environment and market conditions and trends; intentions and expectations regarding the development, launch

and expansion of products, services and technologies; growth in customers and usage; expectations regarding

spectrum licence acquisitions; and expectations regarding, service revenue, adjusted EBITDA, free cash flow,

operating expense, capital intensity, cash spectrum spend, spectrum amortisation charge, capital expenditure, and

foreign exchange movements.

Forward-looking statements are sometimes, but not always, identified by their use of a date in the future or such

words as “plans”, “targets” “gain”, “grow”, “continue”, “retain” or “accelerate” (including in their negative form). By

their nature, forward-looking statements are inherently predictive, speculative and involve risk and uncertainty

because they relate to events and depend on circumstances that may or may not occur in the future. There are a

number of factors that could cause actual results and developments to differ materially from those expressed or

implied by these forward-looking statements. These factors include, but are not limited to, the following: external

cyber-attacks, insider threats or supplier breaches; changes in general economic or political conditions in markets

served by the Vodafone Group and changes to the associated legal, regulatory and tax environments; increased

competition; increased disintermediation; the impact of investment in network capacity and the deployment of

new technologies, products and services; rapid changes to existing products and services and the inability of new

products and services to perform in accordance with expectation; the ability of the Vodafone Group to integrate

new technologies, products and services with existing networks, technologies, products and services; the

Vodafone Group’s ability to grow and generate revenue; a lower than expected impact of new or existing products,

services or technologies on the Vodafone Group’s future revenue, cost structure and capital expenditure outlays;

slower than expected customer growth and reduced customer retention; changes in the spending patterns of

new and existing customers and increased pricing pressure; the Vodafone Group’s ability to expand its spectrum

position or renew or obtain necessary licences and realise expected synergies and associated benefits; the

Vodafone Group’s ability to secure the timely delivery of high-quality products from suppliers; loss of suppliers,

disruption of supply chains and greater than anticipated prices of new mobile handsets; changes in the costs to

the Vodafone Group of, or the rates the Vodafone Group may charge for, terminations and roaming minutes; the

impact of a failure or significant interruption to the Vodafone Group’s telecommunications, networks, IT systems

or data protection systems; changes in foreign exchange rates, as well as changes in interest rates; the Vodafone

Group’s ability to realise benefits from entering into acquisitions, partnerships or joint ventures and entering into

service franchising, brand licensing and platform sharing or other arrangements with third parties; acquisitions and

divestments of Vodafone Group businesses and assets and the pursuit of new, unexpected strategic opportunities;

the Vodafone Group’s ability to integrate acquired businesses or assets; the extent of any future write-downs or

impairment charges on the Vodafone Group’s assets, or restructuring charges incurred as a result of an

acquisition or disposition; the impact of legal or other proceedings against the Vodafone Group or other

companies in the mobile telecommunications industry; loss of suppliers or disruption of supply chains;

developments in the Vodafone Group’s financial condition, earnings and distributable funds and other factors that

the Board takes into account when determining levels of dividends; the Vodafone Group’s ability to satisfy working

capital and other requirements; and/or changes in statutory tax rates and profit mix.

Furthermore, a review of the reasons why actual results and developments may differ materially from the

expectations disclosed or implied within forward-looking statements can be found under the headings “Risk

factors” and “Forward-looking statements” in the Vodafone Group Plc Half-Year Financial Report for the six

months ended 30 September 2018 and “Forward-looking statements” and “Risk management” in the Vodafone

Group Plc Annual Report for the year ended 31 March 2018. The Annual Report and Half-Year Financial Report

can be found on Vodafone’s website (vodafone.com/investor). All subsequent written or oral forward-looking

statements attributable to Vodafone, to any member of the Vodafone Group or to any persons acting on their

behalf are expressly qualified in their entirety by the factors referred to above. No assurances can be given that

the forward-looking statements in or made in connection with this presentation will be realised. Any forward-

looking statements are made as of the date of this presentation. Subject to compliance with applicable law and

regulations, Vodafone does not intend to update these forward-looking statements and does not undertake any

obligation to do so.

www.vodafone.com/investor

For definitions of terms please see www.vodafone.com/content/index/investors/glossary

ir@vodafone.co.uk

+44 (0) 7919 990 230

Contact us

AGM

23 July

Q2

12 Nov

Q1

26 July

More information

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45