REG - Vodafone Group Plc - Vodafone Group H1 FY26 Results
11/11/2025 07:00
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RNS Number : 9629G Vodafone Group Plc 11 November 2025
Vodafone Group Plc
H1 FY26 Results
11 November 2025
Good H1 performance, expect to deliver upper end of FY26 guidance
"Following the progress of our transformation, Vodafone has built broad-based
momentum. In the second quarter we saw service revenue accelerating, with good
performances in the UK, Türkiye and Africa, and a return to top-line growth
in Germany.
Whilst we have more to do, we delivered good strategic progress in the half
year, driving further operational improvements across the business, expanding
our customer satisfaction initiatives, and making a fast start in integrating
the Vodafone and Three networks in the UK.
Based on our stronger performance, we are now expecting to deliver at the
upper end of our guidance range for both profit and cash flow, and as our
anticipated multi-year growth trajectory is now under way, we are introducing
a new progressive dividend policy, with an expected increase of 2.5% for this
financial year."
Margherita Della Valle
Group Chief Executive
Financial highlights
6.8% 2.25 eurocents Expecting to deliver upper end
Adjusted EBITDAaL organic growth Interim dividend per share of FY26 financial guidance
- Total revenue: Increased by 7.3% to €19.6 billion in H1 (H1 FY25:
€18.3 billion) due to strong service revenue growth and the consolidation of
Three UK, partially offset by adverse foreign exchange movements.
- Service revenue: On a reported basis grew by 8.1% to €16.3 billion
in H1 (H1 FY25: €15.1 billion) and increased by 5.7% on an organic basis.
- Germany: Returned to growth in Q2 (+0.5%), supported by the end of the
TV law change impact and higher wholesale revenue.
- UK: +1.2% organic growth in Q2, strong commercial momentum and fast
start on VodafoneThree integration.
- Africa: Maintaining double-digit organic service revenue growth (Q2:
13.5%), supported by above-inflation growth in Egypt and Vodacom's
international markets, with strong demand for data and financial services.
- Business: +2.9% organic growth in Q2, with strong demand for digital
services.
- Adjusted EBITDAaL: On a reported basis increased by 5.9% to €5.7
billion (H1 FY25: €5.4 billion), and by 6.8% on an organic basis, as service
revenue growth in most markets was partially offset by the final impact of the
TV law change in Germany and continued commercial investment.
- Operating profit: On a reported basis decreased by 9.2% to €2.2
billion in H1 (H1 FY25: €2.4 billion), with Adjusted EBITDAaL growth offset
by higher depreciation and amortisation following the consolidation of Three
UK, and lower other income.
- Shareholder returns: €3.0 billion of share buybacks now complete
(since May 2024), further €1.0 billion remaining. Next €500 million
tranche commences today.
- FY26 guidance(1): We now expect to deliver the upper end of our
guidance ranges: Adjusted EBITDAaL of €11.3-11.6 billion and Adjusted free
cash flow of €2.4-2.6 billion.
- New progressive dividend policy: Reflecting our medium-term outlook
for Adjusted free cash flow growth. We expect to grow the FY26 dividend per
share by 2.5%.
Operational highlights
- Customers: A fast start to VodafoneThree integration, with immediate
improvements to the network. Our new customer service initiative 'Ask Once'
has been implemented in three markets, and we have leading NPS positions in 11
markets.
- Simplicity: AI virtual assistant, SuperTobi, live in all European
markets reaching 70% end-to-end resolution rate.
- Growth: Strong digital services revenue growth in Business (Q2:
12.2%), Financial services revenue growth in Africa (Q2: 21.8%).
Note:
(1)FY26 UK merger impact on a 10-month basis of €0.3 billion Adjusted
EBITDAaL and -€0.2 billion Adjusted free cash flow.
For more information, please contact:
Investor Relations: Investors.vodafone.com ir@vodafone.co.uk Media Relations: Vodafone.com/media/contact GroupMedia@vodafone.com
Registered Office: Vodafone House, The Connection, Newbury, Berkshire RG14
2FN, England. Registered in England No. 1833679
Awebcast Q&A session will be held at 10:00 GMT on 11 November 2025. The
webcast and supporting information can be accessed at Investors.vodafone.com
Operational Progress
During the first half of the year, we delivered good operational progress with
our strategic priorities, providing further confidence to generate sustainable
Adjusted free cash flow growth over the medium term. We have summarised our
progress below, in an accompanying presentation and video Q&A available
here: investors.vodafone.com/results
(https://investors.vodafone.com/performance/financial-results-and-presentations)
.
Germany
- Enhancing our gigabit network infrastructure with the continued
fiberisation of our cable network, which once again has been recognised as
leading in independent network tests results. Our OXG joint venture's fibre
buildout is gaining good momentum and the company has opened sales to 1
million households. We have also nearly completed the successful migration of
12 million 1&1 customers onto our mobile network.
- Investing in customer experience and our brand with further
improvements in customer service and a stronger NPS, starting to achieve
market leadership in specific customer segments. In May 2025, we announced
that Vodafone will be the new main sponsor of eight-time German football
champions, Borussia Dortmund, for the next five years.
- Driving value and commercial differentiation with several actions
taken to support our front book value in broadband, and the launch of
differentiated propositions in mobile, targeting upselling. We have expanded
our new mobile device financing offer to all sales channels and launched a
five-year warranty, providing customers with greater flexibility and support.
In B2B, on 30 October 2025, we announced that we had entered into a binding
agreement to acquire 100% of Skaylink enabling our Business and public sector
customers to access an enhanced suite of digital services and support.
UK
- Building the strongest connectivity provider with a fast start to
our network plans. Three customers have seen improved 4G speeds and we have
already upgraded over 5,000 sites enabling Vodafone and Three customers to
seamlessly use both networks. By the end of the year we will have removed
16,500km(2) of coverage 'not spot' areas.
- Driving cost synergies at pace having signed new long term network
partnership agreements and begun both property consolidation and large
contract rationalisation programmes, whilst merging and simplifying the two
organisations.
- Deepening our market leadership through the cross-selling of our
broadband offers to Three customers and Fixed Wireless Access to Vodafone
customers, supporting our strong commercial momentum. Three customers are also
starting to benefit from Vodafone's market leading customer management
processes and a better network experience.
Other Europe and Türkiye
- Strengthening our position in Romania. In October 2025, we
completed the acquisition of Telekom Romania Mobile Communications S.A assets
for €30 million, increasing our local scale and supporting returns growth.
- Capitalising on our customer experience step-up, we have launched
our 'Ask Once' promise in the first two markets setting a new standard in
customer service, with four additional markets to follow over the next six
months.
- Expanding B2B digital services across our footprint, with 14
product launches in mobility, unified communications and cloud services. We
have also been recognised by industry analysts as leaders in 5G mobile private
networks, unified communications services and software-defined connectivity
solutions.
Africa
- Continuing to scale advanced financial services with 93.7 million
financial services customers, including 12.7 million Vodafone Cash customers
(Egypt's market-leading mobile wallet). In South Africa, we are supporting
financial and digital inclusion through our dual ecosystem, in which we offer
leading services to both consumers and merchants, by scaling and diversifying
the VodaPay super-app.
Generative AI
- Simplifying customer care at scale through call centre agent
assistance, and our GenAI bot, SuperTobi already live in all European markets
with a 70% end-to-end resolution rate, and higher customer satisfaction.
- Automating network operations through zero-touch processes,
enabling faster, more accurate issue resolution via real-time diagnostics -
improving efficiency and boosting customer experience. We have transformed our
investment planning for our next generation network infrastructure deployment,
by using real-time data to optimise RAN capital allocation and prioritise
areas of high consumer impact.
- Supported by a state-of-the-art architecture, with multi-vendor
APIs interconnected into our applications, a pan-European data ocean and an
integrated team implementing use cases across markets.
Financial Review ⫶ Good H1 performance
Financial results
- Total revenue: Increased by 7.3% to €19.6 billion reflecting strong
service revenue growth and the consolidation of Three UK, partially offset by
adverse foreign exchange movements.
- Service revenue: Increased by 8.1% to €16.3 billion, and 5.7% on an
organic basis. In Q2, German service revenue returned to growth, and we saw
continued growth in the UK, Africa and Türkiye. Vodafone Business grew by
2.6% in H1, and by 3.4% on an organic basis, supported by strong demand for
digital services.
- Adjusted EBITDAaL: Increased by 5.9% to €5.7 billion (H1 FY25:
€5.4 billion), and 6.8% on an organic basis, as service revenue growth in
most markets and the consolidation of Three UK was partially offset by the
final impact of the TV law change in Germany and continued commercial
investments.
- Operating profit: Decreased by 9.2% to €2.2 billion (H1 FY25: €2.4
billion), with Adjusted EBITDAaL growth offset by higher depreciation and
amortisation from the consolidation of Three UK, and lower other income.
- Earnings per share: Basic earnings per share from continuing
operations was 3.38 eurocents, compared to basic earnings per share of 3.92
eurocents for H1 FY25. The decrease was primarily due to a lower operating
profit, and a higher income tax expense, partially offset by a lower weighted
average number of shares compared to the comparative period.
H1 FY26(1) H1 FY25 Reported
€m €m change %
Revenue 19,609 18,276 7.3
- Service revenue 16,327 15,109 8.1
- Other revenue 3,282 3,167
Adjusted EBITDAaL(2,3) 5,728 5,411 5.9
Restructuring costs (186) (58)
Interest on lease liabilities(4) 292 220
Gain/(loss) on disposal of property, plant and equipment and intangible assets 155 (12)
Depreciation and amortisation of owned assets (4,095) (3,672)
Share of results of equity accounted associates and joint ventures 182 (40)
Other income 86 533
Operating profit 2,162 2,382 (9.2)
Investment and other income 1,085 566
Financing costs (1,134) (843)
Profit before taxation 2,113 2,105
Income tax expense (1,061) (900)
Profit for the financial period - Continuing operations 1,052 1,205
Profit for the financial period - Discontinued operations - 16
Profit for the financial period 1,052 1,221
Attributable to:
- Owners of the parent 829 1,064
- Non-controlling interests 223 157
Profit for the financial period 1,052 1,221
Basic earnings per share - Continuing operations 3.38c 3.92c
Basic earnings per share - Total Group 3.38c 3.98c
Adjusted basic earnings per share(2) 6.92c 4.84c
Further information is available in a spreadsheet at
investors.vodafone.com/results
Notes:
1. The H1 FY26 results reflect average foreign exchange rates of €1: GBP
0.86, €1: INR 99.60, €1: ZAR 20.68, €1: TRY 45.86 and €1: EGP 57.02.
2. Adjusted EBITDAaL and Adjusted basic earnings per share are non-GAAP
measures. See page 46 for more information.
3. Includes depreciation on leased assets of €1,735 million (H1 FY25:
€1,564 million).
4. 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
- Cash from operating activities: Decreased by 9.8% to €5.1 billion
reflecting cash inflows from discontinued operations in the prior period.
- Adjusted free cash flow: An outflow of €0.6 billion, representing an
improvement of €0.4 billion compared to the prior year. This primarily
reflects higher Adjusted EBITDAaL and lower capital additions which partially
offset higher working capital and tax.
- Net debt: Increased to €25.9 billion compared to €22.4 billion as
at 31 March 2025. This was driven by a free cash outflow of €0.8 billion,
together with €1.7 billion of additional debt arising from the VodafoneThree
merger, equity dividends of €0.6 billion and share buybacks of €1.0
billion. This was offset by other movements of €0.5 billion, principally due
to the early repayment of certain bonds.
- Current liquidity: Cash and cash equivalents and short-term
investments totalled €10.9 billion (€16.3 billion as at 31 March 2025).
This includes €0.2 billion of net collateral which has been posted by
Vodafone to counterparties as a result of mark-to-market movements on
derivative instruments (€1.3 billion posted to Vodafone by counterparties as
at 31 March 2025).
- Shareholder returns: The interim dividend per share is 2.25 eurocents
(H1 FY25: 2.25 eurocents). The ex-dividend date for the interim dividend is 20
November 2025 for ordinary shareholders and 21 November 2025 for ADR holders,
the record date is 21 November 2025 and the dividend is payable on 5 February
2026. Total capital returned to shareholders so far in FY26 totalled €1.5
billion.
H1 FY26 H1 FY25 Reported
Cash flow and funding €m €m change %
Inflow from operating activities 5,092 5,644 (9.8)
(Outflow)/inflow from investing activities (1,874) 2,467 (176.0)
Outflow from financing activities (6,918) (7,333) 5.7
Net cash (outflow)/inflow (3,700) 778 (575.6)
Cash and cash equivalents at the beginning of the financial period 10,893 6,114
Exchange loss on cash and cash equivalents (192) (21)
Cash and cash equivalents at the end of the financial period 7,001 6,871
Borrowings less cash and cash equivalents(1) (44,368) (48,745) 9.0
H1 FY26 H1 FY25 Reported
€m €m change %
Adjusted free cash flow(2,3) (583) (950) 38.6
Licences and spectrum (45) (12)
Restructuring costs including working capital movements (122) (115)
Integration capital additions (21) (12)
Other adjustments - (7)
Free cash flow(3) (771) (1,096) 29.7
Net debt(4) (25,939) (31,775) 18.4
Notes:
1. The H1 FY25 comparative for Borrowings less cash and cash equivalents
excludes an amount of €2,086 million in respect of Vodafone Italy and
Vodafone Spain which were reported as discontinued operations.
2. Adjusted free cash flow, Free cash flow and Net debt are non-GAAP
measures. See page 46 for more information.
3. In addition to the reported total from continuing operations, there was
an outflow of €nil from discontinued operations included in adjusted free
cash flow for the six months ended 30 September 2025 (H1 FY25: €99 million
outflow).
4. The H1 FY25 comparative for Net debt excludes an amount of €28
million in respect of Vodafone Italy and Vodafone Spain which were reported as
discontinued operations.
Outlook & Dividend Policy
In May 2025, we set out guidance for FY26 for Adjusted EBITDAaL and Adjusted
free cash flow.
Based on our performance in H1 and our outlook for the rest of the year, we
now expect to deliver at the 'upper end' of our FY26 guidance ranges.
In line with the ambition to grow the dividend within the capital allocation
policy announced in February 2024 and having now completed the merger in the
UK, we are committing to a progressive dividend policy, reflecting our
medium-term outlook for Adjusted free cash flow growth. For FY26 we expect to
grow the full year dividend per share by 2.5%. Going forwards the interim
dividend will be set each year at 50% of the prior full year dividend.
FY26 guidance (inc. UK merger)(3,4)
Adjusted EBITDAaL(1) (Group) €11.3 - €11.6 billion
Adjusted EBITDAaL(1) (Europe) €7.5 - €7.7 billion
Adjusted free cash flow(1,2) (Group) €2.4 - €2.6 billion
Notes:
1. Adjusted EBITDAaL and Adjusted free cash flow are non-GAAP measures. See
page 46 for more information.
2. Adjusted free cash flow is Free cash flow before licences and spectrum,
restructuring costs arising from discrete restructuring plans, integration
capital additions, working capital related items and M&A.
3. Excluding the impact of hyperinflationary accounting in Türkiye.
4. The FY26 guidance reflects the following foreign exchange rates: €1:GBP
0.85: €1:ZAR 20.59; €1:TRY 43.42; €1:EGP 56.74. The guidance assumes no
material change to be structure of the Group.
Segment performance
Geographic performance summary
Total revenue Service revenue Adjusted EBITDAaL(1) Adjusted EBITDAaL margin(1) Capital additions
H1 FY26 H1 FY25 H1 FY26 H1 FY25 H1 FY26 H1 FY25 H1 FY26 H1 FY25 H1 FY26 H1 FY25
€m €m €m €m €m €m % % €m €m
Germany 5,996 6,122 5,425 5,500 2,191 2,290 36.5 37.4 971 1,035
UK 4,409 3,448 3,664 2,891 884 707 20.0 20.5 562 355
Other Europe(2) 2,804 2,804 2,415 2,410 835 784 29.8 28.0 333 341
Türkiye 1,601 1,391 1,327 1,103 485 394 30.3 28.3 177 185
Africa 3,950 3,705 3,183 2,951 1,347 1,214 34.1 32.8 456 444
Common Functions(3) 970 906 388 322 (14) 22 301 627
Eliminations (121) (100) (75) (68) - - - -
Group 19,609 18,276 16,327 15,109 5,728 5,411 29.2 29.6 2,800 2,987
Downloadable performance information is available at:
investors.vodafone.com/results
Service revenue growth FY25 FY26
Q1 Q2 H1 Q3 Q4 H2 Total Q1 Q2 H1
% % % % % % % % % %
Germany (1.5) (6.2) (3.9) (6.4) (6.0) (6.2) (5.0) (3.2) 0.5 (1.4)
UK 2.0 2.9 2.4 7.6 5.7 6.7 4.5 15.2 38.0 26.7
Other Europe(2) 1.6 2.1 1.9 2.2 1.1 1.7 1.8 0.3 0.1 0.2
Türkiye 54.7 18.8 33.2 97.5 15.2 50.4 42.3 22.1 18.7 20.3
Africa 1.6 0.3 0.9 4.1 8.8 6.4 3.7 7.3 8.4 7.9
Group 3.2 0.2 1.7 5.6 2.3 4.0 2.8 5.3 10.8 8.1
Organic service revenue growth(1) FY25 FY26
Q1 Q2 H1 Q3 Q4 H2 Total Q1 Q2 H1
% % % % % % % % % %
Germany (1.5) (6.2) (3.9) (6.4) (6.0) (6.2) (5.0) (3.2) 0.5 (1.4)
UK - 1.2 0.6 3.3 3.1 3.2 1.9 0.9 1.2 1.1
Other Europe(2) 2.3 2.6 2.5 2.6 0.8 1.7 2.1 0.2 (0.5) (0.1)
Türkiye 91.9 89.1 90.3 83.4 73.2 78.1 83.4 63.8 48.4 55.6
Africa 10.0 9.7 9.9 11.6 13.5 12.6 11.3 13.8 13.5 13.7
Group 5.4 4.2 4.8 5.2 5.4 5.3 5.1 5.5 5.8 5.7
Group profitability FY25 FY26
Q1 Q2 H1 Q3 Q4 H2 Total Q1 Q2 H1
Operating profit/(loss) €m 1,545 837 2,382 1,022 (3,815) (2,793) (411) 1,015 1,147 2,162
Adjusted EBITDAaL(1) €m 2,681 2,730 5,411 2,828 2,693 5,521 10,932 2,748 2,980 5,728
Adjusted EBITDAaL margin(1) % 29.7 29.5 29.6 28.8 28.8 28.8 29.2 29.3 29.1 29.2
Organic Adjusted EBITDAaL growth(1) % 5.1 2.5 3.8 2.2 0.3 1.3 2.5 4.9 8.7 6.8
Notes:
1. Organic service revenue growth, Group Adjusted EBITDAaL and Group
Adjusted EBITDAaL margin are non-GAAP measures. See page 46 for more
information.
2. Other Europe markets comprise Portugal, Ireland, Greece, Romania, Czech
Republic and Albania.
3. Capital additions includes software arrangements managed centrally on
behalf of the Group.
Germany ⫶ Return to service revenue growth in Q2
33% €6.0bn (1.4%)
of Group service revenue Total revenue Organic service revenue growth
38% €2.2bn (4.3%)
of Group Adjusted EBITDAaL Adjusted EBITDAaL Organic Adjusted EBITDAaL growth
H1 FY26 H1 FY25 Reported Organic
€m €m growth % growth %(1)
Total revenue 5,996 6,122 (2.1)
- Service revenue 5,425 5,500 (1.4) (1.4)
- Other revenue 571 622
Adjusted EBITDAaL 2,191 2,290 (4.3) (4.3)
Adjusted EBITDAaL margin 36.5% 37.4%
Note:
1. Organic growth is a non-GAAP measure. See page 46 for more information.
Growth
Total revenue decreased by 2.1% to €6.0 billion as a result of lower service
and equipment revenue. Service revenue declined 1.4% (Q1: -3.2%, Q2: 0.5%)
including a -1.5 percentage point impact (Q1: -2.9 percentage point, Q2: nil)
from the end of bulk TV contracting in Multi Dwelling Units ('MDUs'). Service
revenue returned to growth in Q2 supported by the end of the MDU impact and
higher mobile wholesale revenue.
Fixed service revenue decreased by 5.2% (Q1: -8.0%, Q2: -2.3%). The MDU
transition had a 2.7 percentage point impact (Q1: -5.3 percentage point, Q2:
nil). Excluding this, our performance was primarily impacted by lower TV ARPU.
Mobile service revenue grew by 3.3% (Q1: 2.7%, Q2: 3.8%) driven by higher
wholesale revenue as we continued to migrate 1&1 customers onto our
network, partially offset by ARPU pressure from higher competitive intensity
in the mobile market. By the end of Q2, we had successfully migrated 10.5
million 1&1 customers and expect revenues to reach full run-rate in Q4
FY26.
Vodafone Business service revenue declined by 1.2% (Q1: -0.9%, Q2: -1.6%), as
pressure in core connectivity services was partially offset by strong digital
services demand.
Adjusted EBITDAaL declined by 4.3%, of which a -2.4 percentage point impact
related to the MDU transition. Excluding this impact, the decline in Adjusted
EBITDAaL was largely driven by the continued impact of higher commercial
investment in the prior year. The Adjusted EBITDAaL margin was 0.9 percentage
points lower year-on-year at 36.5%.
Customers
Our broadband customer base declined by 49,000 in H1 (Q1: -23,000, Q2:
-26,000). During H1, our focus remained on driving value through front-book
ARPU improvements and lower promotional activity. We continue to be the
largest provider of fixed line gigabit connectivity in Germany, as we market
gigabit speeds to almost 75% of homes, with 5 million fibre households passed
beyond our own cable footprint of 25 million households. Our OXG joint
venture's fibre buildout is gaining good momentum with 350,000 households now
passed. Our TV customer base increased by 90,000 (Q1: 28,000, Q2: 62,000)
reflecting our strategy to bundle basic TV services with broadband. This was
partially offset by the ongoing decline in demand for standalone linear TV
services.
Our mobile contract customer base declined by 37,000 (Q1, -36,000, Q2: -1,000)
in H1, due to low ARPU Business disconnections and the continued reduction of
customers through resellers' channels, in the context of a highly competitive
mobile market. Contract churn is lower year-on-year, supported by ongoing
investments in customer experience. We also connected a further 4.7 million
IoT devices.
Operational actions
We continue to invest in our network, customer experience, brand and in
Business digital services. Our Net Promoter Score on our cable network
continued to improve and is now at its highest-ever level, and we have once
again been recognised as a leader in independent network tests results. In May
2025, we announced that Vodafone will be the new main sponsor of eight-time
German football champions, Borussia Dortmund, for the next five years. In
August 2025, we expanded our new mobile device financing offer to all sales
channels and launched a five-year warranty, providing customers with greater
flexibility and support. In fixed broadband, we have taken several actions to
support our front-book value. On 30 October 2025, we announced that we had
entered into a binding agreement to acquire 100% of Skaylink enabling our
Business and public sector customers to access an enhanced suite of digital
services and support.
UK ⫶ Fast start on integration, delivering network improvements to our
customers
22% €4.4bn 1.1%
of Group service revenue Total revenue Organic service revenue growth
15% €0.9bn 5.4%
of Group Adjusted EBITDAaL Adjusted EBITDAaL Organic Adjusted EBITDAaL growth
H1 FY26 H1 FY25 Reported Organic
€m €m growth % growth %(1)
Total revenue 4,409 3,448 27.9
- Service revenue 3,664 2,891 26.7 1.1
- Other revenue 745 557
Adjusted EBITDAaL 884 707 25.0 5.4
Adjusted EBITDAaL margin 20.0% 20.5%
Note:
1. Organic growth is a non-GAAP measure. See page 46 for more information.
Growth
Total revenue increased by 27.9% to €4.4 billion due to the consolidation of
Three UK's financial results following the completion of the merger on 31 May
2025. Service revenue increased by 26.7%, with organic growth in service
revenue of 1.1% (Q1: 0.9%, Q2: 1.2%) as growth in Consumer broadband and
Wholesale was partially offset by a decline in Business.
Mobile service revenue grew by 35.8% (Q1: 19.6%, Q2: 51.6%). Organic growth in
mobile service revenue was 0.4% (Q1: 0.4%, Q2: 0.4%), as growth in Wholesale
was largely offset by a decline in the Three UK Consumer contract base and
ARPU pressure in Business.
Fixed service revenue grew by 2.4% (Q1: 3.1%, Q2: 1.8%) and organic growth in
fixed service revenue was 3.5% (Q1: 2.7%, Q2: 4.3%) with continued strong
growth in Consumer broadband, partially offset by a decline in Business.
Vodafone Business service revenue increased by 0.4% (Q1: -0.8% Q2: 1.5%). On
an organic basis, Vodafone Business service revenue decreased by 2.3% (Q1:
-3.0%, Q2: -1.7%) due to planned managed services contract terminations and
continued mobile ARPU pressure. This was partially offset by good demand for
digital services and growth in Three's B2B customer base.
Adjusted EBITDAaL increased by 25.0%, and on an organic basis, Adjusted
EBITDAaL increased by 5.4%, which was largely driven by service revenue
growth, increasing margins in broadband, and the phasing of marketing spend.
The Adjusted EBITDAaL margin decreased by 0.5 percentage points year-on-year
to 20.0%, and on an organic basis grew by 1.2 percentage points year-on-year.
Customers
During H1, we continued to build upon our market leading customer experience
and launched our industry leading "Just Ask Once" proposition for Vodafone
customers.
In mobile, our contract customer base decreased by 32,000 in H1 driven by
Three UK contract customer losses, partly offset by good growth in our Fixed
Wireless Access ('FWA') offer. In prepaid, our VOXI and SMARTY brands
continued to grow well with 104,000 customers added in H1.
In fixed, our customer base increased by 94,000 over the period. We can now
serve 21.8 million households with gigabit speeds, having further expanded our
footprint through our wholesale strategic agreement with Community Fibre in
London.
VodafoneThree Integration
On 31 May 2025, we completed the merger of Vodafone UK and Three UK. Full
details of the transaction can be found here: Completion of Vodafone and Three
merger in the UK
(https://investors.vodafone.com/~/media/files/v/vodafone-ir/documents/performance/financial-results/2024/merger-of-vodafone-uk-and-three-uk-13-june-2023-vodafone.pdf)
.
VodafoneThree is now the biggest mobile network operator in the UK with 28.8
million customers, with a multi-brand mobile strategy in Consumer through the
Vodafone, Three, VOXI, SMARTY and Talkmobile brands. We have made a fast start
integrating the two businesses and delivering the best-in-class network and
experience we promised our customers.
We have made immediate improvements to our network. Within just two weeks,
through sharing of combined spectrum, 7 million Three and SMARTY customers
have benefitted from improved 4G speeds of up to 40%. Within a few months,
28.8 million Vodafone and Three customers have started to benefit from
seamlessly using both networks with over 5,000 radio sites already upgraded.
By the end of the year, we will have removed a total of 16,500 km(2) of 'not
spot' areas.
Other Europe(1) ⫶ Stable despite market conditions in Portugal
15% €2.8bn (0.1%)
of Group service revenue Total revenue Organic service revenue growth
15% €0.8bn 6.1%
of Group Adjusted EBITDAaL Adjusted EBITDAaL Organic Adjusted EBITDAaL growth
H1 FY26 H1 FY25 Reported Organic
€m €m growth % growth %(2)
Total revenue 2,804 2,804 -
- Service revenue 2,415 2,410 0.2 (0.1)
- Other revenue 389 394
Adjusted EBITDAaL 835 784 6.5 6.1
Adjusted EBITDAaL margin 29.8% 28.0%
Notes:
1. Other Europe markets comprise Portugal, Ireland, Greece, Romania, Czech
Republic and Albania.
2. Organic growth is a non-GAAP measure. See page 46 for more information.
Growth
Total revenue was stable year-on-year at €2.8 billion. Service revenue grew
by 0.2% (Q1: 0.3%, Q2: 0.1%) and organic service revenue declined 0.1% (Q1:
0.2%, Q2: -0.5%) due to continued ARPU pressure in Portugal as well as
Business project phasing.
In Portugal, as anticipated following the launch of a fourth player, service
revenue was impacted by lower mobile ARPU, more than offsetting fixed growth.
Despite increased competitive intensity in the market, our mobile contract
customer base continues to grow. In Ireland, service revenue growth was
supported by Business growth and a higher broadband customer base. In Greece,
service revenue was broadly stable as growth in mobile was largely offset by
the phasing of Business project revenue. In Romania service revenue decline
was due to competitive pressure and Business revenue phasing.
Vodafone Business service revenue increased by 0.3% (Q1: 1.6%, Q2: -1.0%),
with flat organic growth (Q1: 1.5%, Q2: -1.4%), driven by good growth across
most markets offset by public sector revenue phasing in Greece and Romania.
Adjusted EBITDAaL increased by 6.5% and on an organic basis, Adjusted EBITDAaL
increased by 6.1%, supported by a legal one-off in Portugal. The Adjusted
EBITDAaL margin increased by 1.8 percentage points year-on-year to 29.8%.
Customers
During H1, we added 103,000 mobile contract customers across our six markets,
mainly driven by Portugal, Greece, and the Czech Republic, and our broadband
base remained broadly stable. In Portugal, we added 77,000 contract customers
in mobile and 5,000 in fixed broadband. In Greece, the mobile contract base
grew by 54,000, though fixed broadband customers declined by 9,000. In
Ireland, our mobile contract customer base declined by 6,000 and the broadband
customer base increased by 9,000. Through our fixed wholesale network access
partnerships, including our fibre joint venture, SIRO, we now cover over 2.2
million households in Ireland with FTTH.
Portfolio
On 1 October 2025, we completed the acquisition of Telekom Romania Mobile
Communications S.A ('TKRM') for €30 million. This transaction strengthens
our position in the market, increasing both our local scale and unlocking
significant synergy benefits. We have acquired TKRM and its post-paid customer
base, while Digi Romania S.A. has acquired TKRM's pre-paid customer business.
Both companies have also gained additional spectrum and towers as part of the
transaction.
Türkiye ⫶ Good growth, inflation moderating
8% €1.6bn 55.6%
of Group service revenue Total revenue Organic service revenue growth
8% €0.5bn 58.0%
of Group Adjusted EBITDAaL Adjusted EBITDAaL Organic Adjusted EBITDAaL growth
H1 FY26 H1 FY25 Reported Organic
€m €m growth % growth %(1)
Total revenue 1,601 1,391 15.1
- Service revenue 1,327 1,103 20.3 55.6
- Other revenue 274 288
Adjusted EBITDAaL 485 394 23.1 58.0
Adjusted EBITDAaL margin 30.3% 28.3%
Note:
1. Organic growth is a non-GAAP measure. See page 46 for more information.
Hyperinflationary accounting in Türkiye
Türkiye 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 unaudited condensed consolidated financial
statements for further information.
Organic growth metrics exclude the impact of the hyperinflation adjustment and
foreign exchange translation in Türkiye. See page 47 for more information.
Growth
Total revenue increased by 15.1% to €1.6 billion, with service revenue
growth partly offset by depreciation of the local currency versus the euro.
Service revenue increased by 55.6% (Q1: 63.8%, Q2: 48.4%) on an organic basis.
In euro terms, service revenue growth was 20.3% (Q1: 22.1%, Q2: 18.7%) as
reported under IAS 29. Excluding the impact of hyperinflationary accounting
adjustments, service revenue increased by 21.6% in euro terms (Q1: 29.6%, Q2:
14.8%). Growth in Türkiye was primarily driven by ongoing price actions,
value accretive base management, increased data usage and strong growth in
Business.
Vodafone Business service revenue increased by 66.0% (Q1: 72.7%, Q2: 59.8%:)
on an organic basis, supported by growth in mobile connectivity, increased
data centre usage and demand for digital services.
Adjusted EBITDAaL increased by 58.0% on an organic basis, supported by service
revenue growth and ongoing digitalisation. Adjusted EBITDAaL continued to grow
in euro terms and increased by 23.1% during the period. The Adjusted EBITDAaL
margin increased by 2 percentage points year-on-year to 30.3%.
Customers
We added 511,000 mobile contract customers during H1, including migrations of
prepaid customers. Through our ongoing customer experience initiatives, we
have seen a 34% reduction in our share of deep detractors to its lowest ever
level.
5G spectrum
On 16 October 2025, Vodafone Türkiye successfully acquired a total of 100 MHz
of spectrum in the country's 5G auction, for a total cost of US$627 million
(€539 million). Payments will be phased equally over three financial years.
Vodafone Türkiye will launch 5G services during 2026. We also renewed all of
our existing spectrum holdings, which were due to expire in 2029, until 2042.
Africa ⫶ Growth across all markets
19% €4.0bn 13.7%
of Group service revenue Total revenue Organic service revenue growth
24% €1.3bn 17.0%
of Group Adjusted EBITDAaL Adjusted EBITDAaL Organic Adjusted EBITDAaL growth
H1 FY26 H1 FY25 Reported Organic
€m €m growth % growth %(1)
Total revenue 3,950 3,705 6.6
- Service revenue 3,183 2,951 7.9 13.7
- Other revenue 767 754
Adjusted EBITDAaL 1,347 1,214 11.0 17.0
Adjusted EBITDAaL margin 34.1% 32.8%
Note:
1. Organic growth is a non-GAAP measure. See page 46 for more information.
Growth
Total revenue increased by 6.6% to €4.0 billion as service revenue was
partly offset by the depreciation of local currencies versus the euro. Service
revenue increased by 7.9% (Q1: 7.3%, Q2: 8.4%) and organic growth in service
revenue was up by 13.7% (Q1: 13.8%, Q2: 13.5%), with growth in South Africa,
Egypt and all of Vodacom's international markets.
In South Africa, organic service revenue increased by 2.2% (Q1: 2.9%, Q2:
1.4%) due to growth in the mobile contract segment, supported by price
increases, good demand for fixed connectivity and improved performance in
Wholesale. This was partially offset by a decline in prepaid, reflecting
increased price competition. Financial services revenue continued to perform
well with organic growth of 6.3%, supported by demand for insurance products.
Service revenue in Egypt grew by 42.5% (Q1: 43.9%, Q2: 41.2%) on an organic
basis, well above inflation driven by sustained customer base growth, good
data demand and price actions in prior quarters. Our financial services
product, 'Vodafone Cash' continued to grow with revenue increasing by 36.7%
and now represents 7.9% of Egypt's service revenue.
In Vodacom's international markets, service revenue grew by 13.7% (Q1: 12.6%,
Q2: 14.7%) on an organic basis supported by strong demand for data, an
acceleration in M-Pesa revenue and a strong performance in the DRC and
Tanzania. Mozambique also returned to growth in Q2. M-Pesa revenue grew by
21.7% in H1 on an organic basis and represents 29.1% of service revenue.
Vodacom Business service revenue grew by 5.7% (Q1: 5.7%, Q2: 5.8%) with
organic growth of 11.0% (Q1: 11.2%, Q2: 10.8%), driven by growth in
connectivity and strong demand for digital services.
Adjusted EBITDAaL increased by 11.0% as the depreciation of local currencies
versus the euro was more than offset by organic growth. On an organic basis,
Adjusted EBITDAaL increased by 17.0% due to service revenue growth, ongoing
cost initiatives, and the lapping of prior year one-off impacts in the DRC,
which were partially offset by a one-off cost in South Africa. The Adjusted
EBITDAaL margin increased by 1.3 percentage points year-on-year (1.4
percentage points on an organic basis) to 34.1%.
Customers
In South Africa, we lost 18,000 mobile contract customers in H1 and now have a
mobile contract customer base of 6.9 million. Customer NPS continued to
improve and is now market-leading. 'VodaPay' grew to 14.1 million registered
users, with 3.3 million users added during H1 driven by our insurance,
payments and lending marketplace businesses.
In Egypt, we added 197,000 mobile contract customers and 1.5 million prepaid
mobile customers, supported by our market-leading NPS and we now have a total
of 53.1 million mobile customers. In June 2025, we announced the launch of our
5G commercial services. 'Vodafone Cash' grew to 12.7 million active users,
with 1.2 million users added during H1.
In Vodacom's international markets, we added 3.7 million mobile customers in
H1, and our mobile customer base is now 63.7 million, with 66.2% of active
customers using our data services. Our M-Pesa customer base now totals 27.1
million active users with 1.9 million users added during the period.
Portfolio
On 14 August 2025, South Africa's Competition Appeal Court approved Vodacom's
proposed fibre joint venture with Maziv (Proprietary) Limited, with
conditions. Vodacom intends to acquire a 30% stake in Maziv, the parent
company of Vumatel and Dark Fibre Africa. The transaction is subject to
unconditional approval from the telecommunications regulator, ICASA.
Vodafone Investments
Associates and joint ventures H1 FY26 H1 FY25
€m €m
Vantage Towers (Oak Holdings 1 GmbH) 125 (27)
VodafoneZiggo Group Holding B.V. (60) (59)
Safaricom Limited 115 79
Indus Towers Limited - 55
Other(1) (including TPG Telecom Limited) 2 (88)
Share of results of equity accounted associates and joint ventures 182 (40)
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 Joint Venture - 44.7% ownership
During H1, total revenue increased by 4.9% to €644 million, supported by
1,027 net new tenancies and 367 new macro sites. As a result, the tenancy
ratio increased to 1.54x (31 March 2025: 1.53x). During the period, Vantage
Towers distributed €156 million in dividends to Vodafone.
VodafoneZiggo Joint Venture (Netherlands) - 50.0% ownership
In May 2025, VodafoneZiggo announced a new strategic plan to regain commercial
momentum, implement a leaner and more agile operating model and accelerate the
upgrade of their network to DOCSIS 4.0. During H1, VodafoneZiggo's mobile
contract base grew by 9,000 and broadband net additions performance improved
throughout the period (Q1: -27,000, Q2: -19,000). In October 2025, the company
announced the launch of a new 2 Gbps top speed offer as part of their network
upgrade plans. VodafoneZiggo also entered into a strategic partnership with
Delta Fiber, expanding its coverage area to over 600,000 additional addresses
where the company does not have its own network.
Total revenue decreased 3.1% to €2.0 billion in H1, with declines in both
service and non-service revenue. The decline in service revenue was primarily
driven by a lower broadband customer base and mobile ARPU in Business.
Vodafone's share of net loss in H1 FY26 was €60 million, driven by lower
operating income partially offset by higher gains on derivative financial
instruments and tax. During the period, Vodafone received €26 million in
interest payments.
Safaricom Associate (Kenya) - 27.8% ownership
Safaricom service revenue grew by 4.8% to €1.3 billion, with organic growth
of 10.2%. Vodafone's higher share of results was due to a strong result in
Kenya and lapping a prior year devaluation in Ethiopia. During H1 FY26,
Vodafone received €69 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 H1 FY26, the Group received €10 million in dividends from its direct
stake in TPG. The Group provides guarantees amounting to US$1.0 billion and
€0.6 billion (2024: US$1.0 billion and €0.6 billion) in relation to its
50% share in a multicurrency loan facility held by the joint venture. On 5
August 2025, following the Vocus sale with net proceeds of AU$4.7 billion, TPG
Telecom announced a capital management plan including an AU$3 billion capital
reduction for shareholders. A Reinvestment Plan will give the opportunity to
minority shareholders to reinvest proceeds into new shares at a discount,
raising up to AU$688 million. TPG has also repaid AU$1.7 billion in debt, with
additional repayments planned from the Reinvestment Proceeds.
Vodafone Idea Limited Joint Venture (India) - 16.1% ownership
On 30 March 2025, Vodafone Idea announced that the government had agreed to
convert US$4.3 billion of its outstanding spectrum dues to equity. The Group's
shareholding in Vodafone Idea Limited was subsequently diluted to 16.1% in
April 2025.
Net financing costs
H1 FY26 H1 FY25 Reported
€m €m change %
Investment and other income 1,085 566
Financing costs (1,134) (843)
Net financing costs (49) (277) 82.3
Adjustments for:
Mark-to-market losses/(gains) 177 (55)
Foreign exchange (gains)/losses (101) 14
Fair value gains on Other Investments through profit and loss - (242)
Adjusted net financing income/(costs)(1) 27 (560) 104.8
Note:
1. Adjusted net financing costs is a non-GAAP measure. See page 46 for
more information.
Net financing costs of €49 million (H1 FY25: €277 million) includes a gain
of €782 million (HY FY25: €238 million) on certain bonds bought back prior
to their maturity dates, and a revaluation gain on Other investments
classified at fair value through profit and loss of €242 million in H1 FY25.
Adjusted net financing income of €27 million (H1 FY25: net financing costs
of €560 million), excluding the gains from the early redemption of the bonds
bought back in each of the respective periods, reflects a decrease in net
financing costs due to a lower net debt position compared to the prior period.
Taxation
H1 FY26 H1 FY25 Reported
% % change pps
Effective tax rate 50.2% 42.8% 7.4
Adjusted effective tax rate(1) 27.4% 18.0% 9.4
Note:
1. Adjusted effective tax rate is a non-GAAP measure. See page 46 for more
information.
The Group's Effective tax rate ('ETR') for H1 FY26 was 50.2%.
The increase in the Group's ETR reflects the one-off €269 million tax charge
arising on the write-down of deferred tax balances in Germany as a result of
the enacted gradual 5% corporate income tax rate reduction between 2027 and
2032 and a net €42 million tax charge as an effect of hyperinflation
accounting adjustments in Türkiye (H1 FY25: €41 million charge).
The Group's Adjusted ETR ('AETR') for H1 FY26 was 27.4% (H1 FY25: 18.0%). This
excludes the impact of the German tax rate change, hyperinflation accounting
adjustments in Türkiye and the €172 million (H1 FY25: €319 million)
deferred tax charge for utilisation of recognised tax losses in Luxembourg.
The Group's H1 FY26 AETR is approximately 9% higher than H1 FY25. The H1 FY25
AETR was reduced by higher loss utilisation from lending to Vodafone Spain and
Vodafone Italy, while the related local benefit was excluded in discontinued
operations.
The ETR for H1 FY25 reflected a €714 million accounting gain on the sale of
an 18% stake in Indus Towers Limited without tax gain, the recognition of a
financial liability at fair value of €238 million on the secondary pledge to
Indus Towers without a tax credit, €319 million relating to the use of
losses in Luxembourg, a €164 million tax charge arising on the €26 million
net gain on the disposal of a 10% stake in Oak Holdings GmbH, and a net €41
million tax charge as an effect of hyperinflation accounting adjustments in
Türkiye. Those items, when excluded, resulted in an AETR for H1 FY25 of
18.0%.
Earnings per share
Reported
H1 FY26 H1 FY25 change
eurocents eurocents eurocents
Basic earnings per share - Continuing operations 3.38c 3.92c (0.54)c
Basic earnings per share - Total Group 3.38c 3.98c (0.60)c
Adjusted basic earnings per share(1) 6.92c 4.84c 2.08c
Note:
1. Adjusted basic earnings per share is a non-GAAP measure. See page 46
for more information.
Basic earnings per share from continuing operations was 3.38 eurocents,
compared to basic earnings per share of 3.92 eurocents for H1 FY25. The
decrease was primarily due to a lower operating profit, and a higher income
tax expense, partially offset by a lower weighted average number of shares
compared to the comparative period.
Adjusted basic earnings per share was 6.92 eurocents, compared to 4.84
eurocents for H1 FY25. The increase was primarily due to higher adjusted
EBITDAaL and lower adjusted net financing costs arising from a gain of €782
million (HY FY25: €238 million) on certain bonds bought back prior to their
maturity dates, which outweighed a higher adjusted tax rate.
Cash flow & funding
Analysis of cash flow
H1 FY26 H1 FY25 Reported
€m €m change %
Inflow from operating activities 5,092 5,644 (9.8)
(Outflow)/inflow from investing activities (1,874) 2,467 (176.0)
Outflow from financing activities (6,918) (7,333) 5.7
Net cash (outflow)/inflow (3,700) 778 (575.6)
Cash and cash equivalents at the beginning of the financial period 10,893 6,114
Exchange loss on cash and cash equivalents (192) (21)
Cash and cash equivalents at the end of the financial period 7,001 6,871
Cash inflow from operating activities decreased to €5,092 million,
reflecting cash inflows from discontinued operations in the comparative
period.
Outflow from investing activities decreased by €4,341 million to €1,874
million, primarily due to proceeds from the disposals of 10% of Oak Holdings 1
GmBH (€1,336 million), 18% of Indus Towers Limited (€1,684 million) and
Vodafone Spain (€3,669 million) in the comparative period, which outweighed
lower cash outflows from discontinued operations and a higher net inflow in
respect of short-term investments. Short-term investments include highly
liquid government and government-backed securities and managed investment
funds that are in highly rated and liquid money market investments with
liquidity of up to 90 days.
Outflows from financing activities decreased to €6,918 million resulting
from gains on certain bonds bought back prior to their maturity date, lower
cash inflows from discontinued operations and lower dividends paid, which
outweighed higher net cash outflows in respect of repayment of borrowings.
Analysis of cash flow (continued)
H1 FY26 H1 FY25 Reported
€m €m change %
Adjusted EBITDAaL(1) 5,728 5,411 5.9
Capital additions(2) (2,800) (2,987)
Working capital(3) (2,717) (2,636)
Disposal of property, plant and equipment and intangible assets 14 7
Integration capital additions (21) (12)
Restructuring costs including working capital movements(4) (122) (115)
Licences and spectrum (45) (12)
Interest received and paid(5,6) (455) (493)
Taxation (522) (393)
Dividends received from associates and joint ventures 235 243
Dividends paid to non-controlling shareholders in subsidiaries (141) (157)
Other 75 48
Free cash flow(1) (771) (1,096) 29.7
Acquisitions and disposals (1,722) 6,564
Equity dividends paid (558) (1,201)
Share buybacks (973) (879)
Foreign exchange loss (14) (177)
Other movements in net debt(6) 496 (1,744)
Net debt (increase)/decrease(1) (3,542) 1,467
Opening net debt(1) (22,397) (33,242)
Closing net debt(1) (25,939) (31,775) 18.4
Net debt of Vodafone Spain and Vodafone Italy(1) - 28
Closing net debt incl. Vodafone Spain and Vodafone Italy(1) (25,939) (31,747) 18.3
Free cash flow(1) (771) (1,096)
Adjustments:
- Licences and spectrum 45 12
- Restructuring costs including working capital movements(4) 122 115
- Integration capital additions 21 12
- Other adjustments - 7
Adjusted free cash flow(1) (583) (950)
Notes:
1. Adjusted EBITDAaL, Free cash flow, Adjusted free cash flow and Net debt
are non-GAAP measures. See page 46 for more information.
2. See page 58 for an analysis of tangible and intangible additions in the
year.
3. Includes the impact of €138 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 2025 (31 March 2025: €148 million).
4. Includes working capital in respect of integration capital additions.
5. Interest received and paid excludes €291 million outflow (H1 FY25:
€208 million outflow) in relation to the cash portion of interest on lease
liabilities included within Adjusted EBITDAaL.
6. Other movements in net debt includes €782 million in relation to
gains on certain bonds bought back prior to their maturity date. Other
movements in net debt for H1 FY25 includes a net outflow from discontinued
operations of €224 million, together with the partial repayment of
borrowings secured against Indian assets of €1,699 million.
Acquisitions and disposals includes net debt acquired on the merger of
Vodafone and Three into VodafoneThree Holdings Limited ('VTHL') in the UK of
€2,042 million, offset by €348 million of equity funding injected into
VTHL by Hutchison.
Adjusted free cash flow was an outflow of €583 million in the period,
representing an improvement of €367 million compared to the comparative
period. This primarily reflects higher adjusted EBITDAaL and lower capital
additions which outweighed higher working capital and taxation outflows.
Borrowings and cash position
H1 FY26 Year-end FY25 Reported
€m €m change %
Non-current borrowings (44,179) (46,096)
Current borrowings (7,276) (7,047)
Borrowings (51,455) (53,143)
Cash and cash equivalents 7,087 11,001
Borrowings less cash and cash equivalents (44,368) (42,142) (5.3)
Borrowings include bonds of €34,059 million (31 March 2025: €36,402
million), lease liabilities of €12,335 million (31 March 2025: €10,826
million), cash collateral liabilities of €1,315 million (31 March 2025:
€2,357 million) and loans and other borrowings of €3,746 million (31 March
2025: €3,558 million).
The decrease in borrowings of €1,688 million was primarily driven by a
reduction in bonds (€2,343 million) as a result of the early repayment of
certain bonds and favourable foreign exchange movements, together with a
reduction in collateral liabilities (€1,042 million), which outweighed an
increase in lease liabilities (€1,509 million) arising primarily from the
VodafoneThree merger in the UK.
Funding position
H1 FY26 Year-end FY25 Reported
€m €m change %
Bonds (34,059) (36,402)
Bank loans (1,315) (1,213)
Other borrowings including spectrum (2,431) (2,345)
Gross debt(1) (37,805) (39,960) 5.4
Cash and cash equivalents 7,087 11,001
Non-current investments in sovereign securities 904 913
Short-term investments(2) 3,773 5,280
Derivative and other financial instruments(3) (78) 1,716
Net collateral assets /(liabilities)(4) 180 (1,347)
Net debt(1) (25,939) (22,397) (15.8)
Notes:
1. Gross debt and Net debt are non-GAAP measures. See page 46 for more
information.
2. Short-term investments includes €579 million (31 March 2025: €2,139
million) of highly liquid government and government-backed securities and
managed investment funds of €3,194 million (31 March 2025: €3,141 million)
that are in highly rated and liquid money market investments with liquidity of
up to 90 days.
3. Derivative and other financial instruments exclude derivative movements
in cash flow hedging reserves of €632 million gain (31 March 2025: €575
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 increased by €3,542 million to €25,939 million. This was driven
by a free cash outflow of €771 million, together with outflows in relation
to acquisitions and disposals mostly related to the merger with Three UK
(€1,722 million), equity dividends (€558 million) and share buybacks
(€973 million), offset by other movements (€482 million), which was
principally due to the early repayment of certain bonds.
Other funding considerations include:
H1 FY26 Year-end FY25
€m €m
Lease liabilities (12,335) (10,826)
Pension fund liabilities (165) (187)
Guarantees over loan issued by Australia joint venture (1,407) (1,479)
Equity characteristic of 50% attributed by credit rating agencies to 'Hybrid 3,797 4,081
bonds' included in net debt, EUR swapped value of €7,594 million (€8,162
million as at 31 March 2025)
The Group's gross and net debt includes certain bonds which have been
designated in hedge relationships, which are carried at €806 million higher
value (€899 million higher as at 31 March 2025) 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 increase by €460 million (€1,132 million decrease as at 31 March
2025).
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 2025
was -0.6% (H1 FY25: 3.9%), impacted by lower operating profit.
The table below presents adjusted ROCE metrics.
H1 FY26 H1 FY25 Reported
% % Change pps
Pre-tax ROCE (controlled)(1) 7.2% 7.2% -
Post-tax ROCE (controlled and associates/joint ventures)(1) 4.8% 4.6% 0.2
Note:
1. 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 46 for more
information.
Funding facilities
As at 30 September 2025, the Group had undrawn revolving credit facilities of
€7.5 billion comprising euro and US dollar revolving credit facilities of
€4.1 billion and US$4.0 billion (€3.4 billion) which mature in 2030 and
2028 respectively. Both committed revolving credit facilities support US and
euro commercial paper programmes of up to US$15 billion (€12.8 billion) and
€10 billion respectively.
Post employment benefits
As at 30 September 2025, the Group's net surplus of scheme assets over scheme
liabilities was €65 million (€55 million net surplus as at 31 March
2025).
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 concluding one week prior
to the payment of the dividend.
The Board has announced an interim dividend per share of 2.25 eurocents (H1
FY25: 2.25 eurocents).
The ex-dividend date for the interim dividend is 20 November 2025 for ordinary
shareholders and 21 November 2025 for ADR holders, the record date is 21
November 2025 and the dividend is payable on 5 February 2026.
Shareholders may elect to receive their dividend in either eurocents or GBP
and the last day for election will be 15 January 2026. Alternatively,
shareholders may participate in the dividend reinvestment plan and elections
must be made by 15 January 2026. More information can be found at
vodafone.com/dividends
Other significant developments
Board changes
On 19 June 2025, the Group announced the appointment of Pilar López as Chief
Financial Officer Designate, effective 1 October 2025. Pilar will succeed Luka
Mucic who, as previously announced, has decided to leave Vodafone. Pilar's
appointment as Chief Financial Officer and Executive Director to the Board of
Vodafone will commence on 1 December 2025, following Luka's departure on 30
November 2025.
The following Board changes took effect after the conclusion of the 2025
Annual General Meeting in July:
- David Nish retired as a Board member, Senior Independent Director and
Chair of the Audit and Risk Committee.
- Simon Segars was appointed Senior Independent Director and also joined
the Nominations and Governance Committee.
- Simon Dingemans was appointed Chair of the Audit and Risk Committee
and member of the Remuneration Committee.
- Anne-Françoise Nesmes was appointed as a Non-Executive Director and
joined the Audit and Risk Committee and ESG Committee.
- Michel Demaré ceased to be a member of the Nominations and Governance
Committee.
- Christine Ramon ceased to be a member of the ESG Committee and joined
the Remuneration Committee.
- Delphine Ernotte Cunci ceased to be a member of the Remuneration
Committee and joined the Nominations and Governance Committee.
Executive Committee changes
Guillaume Boutin was appointed CEO Vodafone Investments & Strategy and a
member of the Executive Committee in May 2025. Guillaume succeeded Serpil
Timuray who left Vodafone at the end of June 2025.
Leanne Wood will step-down as Chief Human Resources Officer and a member of
the Executive Committee on 1 January 2026.
Ruth McGill will be appointed Chief Human Resources Officer Designate on 1
November 2025, formally becoming Chief HR Officer and a member of the
Executive Committee on 1 January 2026.
Portfolio update
VodafoneThree
On 31 May 2025, the Group successfully completed the merger of Vodafone UK and
Three UK. The combined business, named VodafoneThree, is 51% owned by Vodafone
and 49% owned by CK Hutchison.
See note 9 'Acquisitions and disposals' in the unaudited condensed
consolidated financial statements for more information.
Acquisition of Telekom Romania
On 1 October 2025, Vodafone Romania S.A. ('Vodafone') and Digi Romania S.A.
('Digi') announced that they had completed the acquisition of OTE's
subsidiary, Telekom Romania Mobile Communications S.A. ('TKRM').
Vodafone acquired TKRM and its post-paid customer base while Digi acquired its
pre-paid customer business. Both companies will also gain additional spectrum
and towers as part of the transaction.
Acquisition of Skaylink
On 30 October 2025, the Group announced that it had entered into a binding
agreement to acquire 100% of Skaylink GmbH ('Skaylink') for a total
consideration of €175 million. Skaylink is a full-service cloud, digital
transformation and security specialist with offices throughout Germany and
across Europe.
Completion of the transaction is expected by the end of March 2026, subject to
the receipt of necessary regulatory approvals.
Risk factors
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 in macroeconomic conditions could result in reduced customer
spending, higher interest rates, adverse inflation, or foreign exchange rates.
Adverse conditions could also lead to limited debt refinancing options and/or
increases in costs
Adverse market competition
Increasing competition could lead to price wars, reduced margins, loss of
market share and/or damage to market value.
Adverse regulatory and policy environment
Adverse regulatory measures and policies 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 transform Vodafone to adapt to future challenges and
demands could increase operational complexity and hinder growth.
Cyber threat
An external attack, insider threat, or supplier breach could cause service
interruption or confidential data breaches.
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 our
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.
IT resilience and transformation
Failure or disruptions of IT systems and infrastructure or the inability to
modernise and manage the IT environment could negatively impact operations,
services, customer experience, or financial performance.
Network resilience and infrastructure competitiveness
Major network outages or ineffective execution of the technology strategy
could lead to dissatisfied customers and/or impact revenue.
Supply chain disruption
Disruption in our supply chain could mean that we are unable to execute our
strategic plans, resulting in increased cost, reduced choice, and lower
network quality.
Watchlist risks
Our watchlist risk process enables us to monitor material risks to Vodafone
Group that fall outside our principal risks. We review the watchlist risks as
part of the continuous risk management process. Any watchlist risks that
increase in their significance to the Group are elevated to principal risks
and are treated accordingly. Group watchlist risks include, but are not
limited to:
Environmental, Social and Governance ('ESG')
Failure to meet stakeholder expectations on ESG performance and/or reporting
may result in reputational damage, customer dissatisfaction, and/or increased
cost of capital.
Governance and performance of investments
Inadequate oversight, poor decision-making, and misalignment with strategic
objectives, could lead to suboptimal investment outcomes. This risk
encompasses the possibility of financial losses, reputational damage, and
failure to achieve desired returns on investments.
Legal compliance
Increased number of legal penalties, fines, and damage to the Company's
reputation. Additionally, this includes the risk of losing business and
customer trust due to breaches of legal requirements.
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.
Watchlist risks are reported to the Risk and Compliance Committee and to the
Audit and Risk Committee alongside principal risks.
Emerging risks
Emerging risks are characterised by their uncertain nature, constant change,
and by their potential to materially affect the achievement of organisational
objectives.
We identify new emerging risk trends using inputs from the analysis of the
external and internal environments, leveraging both the input from third-party
publications and research as well as the knowledge and experience of our
internal business experts. Additionally, we consider the time horizon for the
identified emerging risks, allowing us to provide the appropriate level of
focus and to plan mitigation strategies accordingly.
As the evolution of emerging risks could be nonlinear and the speed of impact
is difficult to predict, we have established a continuous process for
monitoring emerging risks as an integral part of the Group's enterprise risk
management framework. This allows us to be at the forefront of managing
emerging risks, periodically assessing whether any of these risks have become
material enough to be elevated to the principal risk category.
We split our emerging risks into five different categories: technological,
political/regulatory, economic, societal, and business environment, so that
the relevant experts across the business have visibility of these risks and
can assess the potential impacts and time horizon of these risks.
Additionally, deep-dives and scenario analyses have been performed for
selected emerging risks with the view to identify potential mitigation
strategies should these risks materialise.
Emerging risks are reported to the Risk and Compliance Committee and to the
Audit and Risk Committee for further scrutiny.
Responsibility statement
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 (http://www.vodafone.com/board)
By Order of the Board
Maaike de Bie
Group General Counsel and Company Secretary
11 November 2025
Unaudited condensed consolidated financial statements
Consolidated income statement
Six months ended 30 September
2025 2024
Note €m €m
Revenue 2 19,609 18,276
Cost of sales (13,229) (12,123)
Gross profit 6,380 6,153
Selling and distribution expenses (1,529) (1,355)
Administrative expenses (2,750) (2,700)
Net credit losses on financial assets (207) (209)
Share of results of equity accounted associates and joint ventures 182 (40)
Other income 86 533
Operating profit 2 2,162 2,382
Investment and other income 1,085 566
Financing costs (1,134) (843)
Profit before taxation 2,113 2,105
Income tax expense 3 (1,061) (900)
Profit for the financial period - Continuing operations 1,052 1,205
Profit for the financial period - Discontinued operations - 16
Profit for the financial period 1,052 1,221
Attributable to:
- Owners of the parent 829 1,064
- Non-controlling interests 223 157
Profit for the financial period 1,052 1,221
Earnings per share
Continuing operations:
- Basic 5 3.38c 3.92c
- Diluted 5 3.36c 3.91c
Total Group:
- Basic 5 3.38c 3.98c
- Diluted 5 3.36c 3.97c
The accompanying notes are an integral part of the unaudited condensed
consolidated financial statements.
Consolidated statement of comprehensive income
Six months ended 30 September
2025 2024
€m €m
Profit for the financial period 1,052 1,221
Other comprehensive income:
Items that may be reclassified to the income statement in subsequent years:
Foreign exchange translation differences, net of tax (812) 228
Foreign exchange translation differences recycled on disposal - 115
Other, net of tax(1) 18 134
Total items that may be reclassified to the income statement in subsequent (794) 477
periods
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 242 166
tax
Net actuarial gains on defined benefit pension schemes, net of tax (1) 75
Total items that will not be reclassified to the income statement in 241 241
subsequent periods
Other comprehensive income (553) 718
Total comprehensive income for the financial period 499 1,939
Attributable to:
- Owners of the parent 393 1,869
- Non-controlling interests 106 70
499 1,939
Note:
1. 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
30 September 31 March
2025 2025
Note €m €m
Non-current assets
Goodwill 21,767 20,514
Other intangible assets 14,320 12,924
Property, plant and equipment 33,035 30,712
Investments in associates and joint ventures 7 6,758 6,892
Other investments 3,455 3,153
Deferred tax assets 18,513 19,033
Post employment benefits 230 242
Trade and other receivables 5,482 6,431
103,560 99,901
Current assets
Inventory 718 617
Taxation recoverable 170 174
Trade and other receivables 10,774 9,404
Other investments 6,441 7,424
Cash and cash equivalents 7,087 11,001
25,190 28,620
Assets held for sale 4 109 -
Total assets 128,859 128,521
Equity
Called up share capital 4,189 4,319
Additional paid-in capital 149,996 149,834
Treasury shares (7,035) (6,791)
Accumulated losses (123,361) (123,503)
Accumulated other comprehensive income 29,028 28,886
Total attributable to owners of the parent 52,817 52,745
Non-controlling interests 3,792 1,171
Total equity 56,609 53,916
Non-current liabilities
Borrowings 44,179 46,096
Share of net liabilities in joint ventures and associates 7 59 96
Deferred tax liabilities 796 798
Post employment benefits 165 187
Provisions 1,436 1,430
Non-debt liabilities in respect of written put options 102 97
Trade and other payables 3,816 3,147
50,553 51,851
Current liabilities
Borrowings 7,276 7,047
Taxation liabilities 594 578
Provisions 1,021 1,066
Trade and other payables 12,806 14,063
21,697 22,754
Liabilities held for sale 4 - -
Total equity and liabilities 128,859 128,521
The accompanying notes are an integral part of the unaudited condensed
consolidated financial statements.
Consolidated statement of changes in equity
Share Additional Treasury Accumulated Equity attributable to the owners Non- Total equity
capital paid-in shares comprehensive controlling
capital(1) losses(2) interests
€m €m €m €m €m €m €m
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
1 April 2025 4,319 149,834 (6,791) (94,617) 52,745 1,171 53,916
Issue or reissue of shares - 1 76 (77) - - -
Share-based payments - 31 - - 31 3 34
Acquisition of subsidiaries - - - - - 1,120 1,120
Transactions with non-controlling interests in subsidiaries - - - 1,206 1,206 1,536 2,742
Comprehensive income - - - 393 393 106 499
Dividends - - - (558) (558) (144) (702)
Purchase of treasury shares - - (1,000) - (1,000) - (1,000)
Cancellation of shares (130) 130 680 (680) - - -
30 September 2025 4,189 149,996 (7,035) (94,333) 52,817 3,792 56,609
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.
3. See Note 9 'Acquisitions and disposals' for further information.
The accompanying notes are an integral part of the unaudited condensed
consolidated financial statements.
Consolidated statement of cash flows
Six months ended 30 September
2025 2024
Note €m €m
Inflow from operating activities 8 5,092 5,644
Cash flows from investing activities
Purchase of interests in subsidiaries, net of cash acquired 27 -
Purchase of interests in associates and joint ventures (68) (45)
Purchase of intangible assets (968) (1,023)
Purchase of property, plant and equipment (2,453) (2,182)
Purchase of investments (530) (1,167)
Disposal of interests in subsidiaries, net of cash disposed - 3,578
Disposal of interests in associates and joint ventures 20 3,020
Disposal of property, plant and equipment and intangible assets 15 7
Disposal of investments 1,566 363
Dividends received from associates and joint ventures 235 243
Interest received 282 285
Cash outflows from discontinued operations - (612)
(Outflow)/inflow from investing activities (1,874) 2,467
Cash flows from financing activities
Proceeds from issue of long-term borrowings 4,092 3,919
Net repayment of borrowings (7,494) (6,923)
Net movement in short-term borrowings (975) (249)
Net movement in derivatives 56 316
Interest paid (1,028) (1,523)
Purchase of treasury shares (973) (879)
Equity dividends paid (558) (1,201)
Dividends paid to non-controlling shareholders in subsidiaries (141) (157)
Other transactions with non-controlling shareholders in subsidiaries 103 (23)
Cash outflows from discontinued operations - (613)
Outflow from financing activities (6,918) (7,333)
Net cash (outflow)/inflow (3,700) 778
Cash and cash equivalents at the beginning of the financial period(1) 10,893 6,114
Exchange loss on cash and cash equivalents (192) (21)
Cash and cash equivalents at the end of the financial period(1) 7,001 6,871
Note:
1. Comprises cash and cash equivalents as presented in the consolidated
statement of financial position of €7,087 million (€7,008 million as at 30
September 2024), together with overdrafts of €86 million (€165 million as
at 30 September 2024) and €nil million (€28 million as at 30 September
2024) 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 2025:
· 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 2025;
· 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 2025, 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 within the meaning of section
434(3) of the UK Companies Act 2006; and
· were approved by the Board of Directors on 11 November 2025.
The information relating to the year ended 31 March 2025 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 €7.0 billion of cash and cash equivalents as at 30 September
2025 which, together with undrawn revolving credit facilities of €7.5
billion, cover all of 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 2026 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 2025.
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 2025, the Group reviewed the key
assumptions underlying the value in use valuations used in the annual
impairment test at 31 March 2025. 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.
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 was not
recoverable as at 30 September 2025.
Control of subsidiaries
The Group controls an entity for accounting purposes, and consolidates it as a
subsidiary, when it has the power to make the decisions that affect the
entity's profitability and has exposure, through its shareholding, to the
resulting profits or losses. Where minority shareholders have rights in an
entity which do not allow participation in such decisions in the ordinary
course of business then these are considered to be 'protective rights' that do
not impair the Group's control of the entity for accounting purposes. The
Group has concluded that it controls VodafoneThree Holdings Limited ('VTHL')
through its 51% shareholding and associated rights. In certain very limited
circumstances, including the significant financial underperformance of VTHL,
CK Hutchison Group Telecom Holdings Limited may acquire additional rights that
might result in the Group's loss of control of VTHL for accounting purposes.
Hyperinflationary economies
The Turkish economy was designated as hyperinflationary from 30 June 2022. The
Ethiopian economy was designated as hyperinflationary from 31 December 2022,
until 31 March 2025. The Group has applied IAS 29 'Financial Reporting in
Hyperinflationary Economies' to its Turkish operations, whose functional
currency is Turkish lira, from 1 April 2022, and to the Ethiopian operations,
whose functional currency is Ethiopian Birr, from 1 April 2022 until 31 March
2025.
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 Turkish index has risen by 14.0%
(2024: 18.1%) during the six months ended 30 September 2025. The revalued
balances are translated to euros at the reporting date exchange rate of €1 :
48.86 TRL (2024: €1 : 38.15 TRL), applying IAS 21.
For the Group's operations in Türkiye:
· 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'.
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)
2025 2024
Impact on the consolidated income statement for the six months ended 30 €m €m
September
Revenue (12) 5
Operating profit(1) (159) (154)
Profit for the financial period(1) (200) (225)
Increase
30 September 31 March
2025 2025
Impact on the consolidated statement of financial position €m €m
Net assets 840 1,029
Equity attributable to owners of the parent 840 987
Non-controlling interests - 41
Note:
1. Includes €58 million gain on the net monetary assets/liabilities (Six
months ended 30 September 2024: €31 million gain).
New accounting pronouncements adopted
On 1 April 2025, the Group adopted certain new accounting policies where
necessary to comply with amendments to IFRS, none of which had a material
impact on the consolidated results, financial position or cash flows of the
Group. Further details are provided in the Group's Annual Report for the year
ended 31 March 2025.
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 Chief Executive. The Group has a single group of similar services and
products, being the supply of communications services and related products.
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, Türkiye 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 reporting segment 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. The Other
Europe reporting segment (Portugal, Ireland, Greece, Romania, Czech Republic
and Albania), largely reflects countries with membership of, or a close
association with, the European Union. 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
2025.
Service revenue Equipment revenue Revenue from contracts with customers Other revenue(1) Interest revenue Total segment revenue Adjusted EBITDAaL
€m €m €m €m €m €m €m
Six months ended 30 September 2025
Germany 5,425 396 5,821 166 9 5,996 2,191
UK 3,664 701 4,365 18 26 4,409 884
Other Europe 2,415 331 2,746 48 10 2,804 835
Türkiye 1,327 237 1,564 3 34 1,601 485
Africa 3,183 499 3,682 252 16 3,950 1,347
Common Functions(2) 388 23 411 559 - 970 (14)
Eliminations (75) - (75) (46) - (121) -
Group 16,327 2,187 18,514 1,000 95 19,609 5,728
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 2024.
Service revenue Equipment revenue Revenue from contracts with customers Other revenue(1) 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
Türkiye 1,103 285 1,388 3 - 1,391 394
Africa 2,951 509 3,460 228 17 3,705 1,214
Common Functions(2) 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.
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
2025 2024
€m €m
Adjusted EBITDAaL 5,728 5,411
Restructuring costs(1) (186) (58)
Interest on lease liabilities 292 220
Gain/(loss) on disposal of property, plant and equipment and intangible assets 155 (12)
Depreciation and amortisation on owned assets (4,095) (3,672)
Share of results of equity accounted associates and joint ventures 182 (40)
Other income(2) 86 533
Operating profit 2,162 2,382
Investment and other income 1,085 566
Financing costs (1,134) (843)
Profit before taxation 2,113 2,105
Notes:
1. Restructuring cost includes €130 million relating to depreciation on
leased assets. See page 58 for further information.
2. The comparative period principally comprises a gain of €714 million in
respect of the disposal of part of the Group's interest in Indus Towers
Limited, partially offset by €238 million in respect of security
arrangements provided to Indus over the Group's 3.0% interest in Indus.
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
2025 2025
€m €m
Non-current assets(1)
Germany 36,802 37,621
UK 14,311 7,904
Other Europe 7,273 7,304
Türkiye 1,956 2,059
Africa 6,693 6,981
Common Functions 2,087 2,281
Group 69,122 64,150
Note:
1. Comprises goodwill, other intangible assets and property, plant and
equipment.
3 Taxation
Six months ended 30 September
2025 2024
€m €m
United Kingdom corporation tax (expense)/income
Current period (18) (44)
Adjustments in respect of prior periods (3) 2
Overseas current tax (expense)/income
Current period (439) (551)
Adjustments in respect of prior periods 7 39
Total current tax expense (453) (554)
Deferred tax on origination and reversal of temporary differences
United Kingdom deferred tax(1) (143) (27)
Overseas deferred tax (465) (319)
Total deferred tax expense (608) (346)
Total income tax expense (1,061) (900)
Note:
1. The increase in the utilisation of deferred tax assets in the UK during
the six months ended 30 September 2025 was primarily attributable to the
one-off gain of €782 million on certain bond buybacks. See page 15 for
further information.
Deferred tax on losses in Luxembourg
The tax charge for the six months ended 30 September 2025 includes a deferred
tax charge of €172 million on the use of losses in Luxembourg. The Group
does not currently recognise deferred tax assets forecasted to be used more
than 60 years beyond the balance sheet date. We continue to expect to recover
the remaining losses within 47 to 52 years as disclosed as at 31 March 2025.
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 2025.
Deferred tax assets in the UK
Following the merger of Vodafone and Three in the UK, Vodafone UK has left the
existing ('legacy') UK tax group and formed a new ('VodafoneThree') UK tax
group with Three UK. Deferred tax assets of €2,140 million and €407
million have been recognised in respect of fixed asset and other temporary
differences in the VodafoneThree and legacy tax groups respectively.
Notes to the unaudited condensed consolidated financial statements
3 Taxation (continued)
The VodafoneThree tax group's deferred tax asset is supported by the forecast
taxable profit of the newly combined business and is expected to be recovered
over the next 30 years.
As part of the merger, VodafoneThree also acquired €4,869 million
unrecognised brought-forward gross tax losses and a further €2,975 million
of gross tax losses were generated as a result of day-one accounting policy
and estimate changes. Due to greater flexibility available for using current
year-losses, €752 million of these losses are forecast to be utilised in
FY26. No deferred tax asset has been recognised for the remaining carried
forward losses, as it is uncertain whether these will be utilised.
The legacy tax group's deferred tax asset is supported by forecast taxable
profits from ongoing group service activities, brand-related income, and net
financing income - including income from the £6,010 million loan advanced to
VodafoneThree Holdings Limited - and is expected to be recovered over the next
31 years.
4 Discontinued operations and disposals
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 unaudited 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.
Disposal of Vodafone Spain
The disposal of Vodafone Spain completed on 31 May 2024 and resulted in a loss
on disposal for the year ended 31 March 2025 of €148 million.
Disposal of Vodafone Italy
The disposal of Vodafone Italy completed on 31 December 2024 and resulted in a
loss on disposal for the year ended 31 March 2025 of €1,133 million.
Discontinued operations
The results of Vodafone Spain and Vodafone Italy were reported as discontinued
operations in the prior year ended 31 March 2025 through to the date of
disposal. A summary of the results from these discontinued operations is
below.
Six months ended 30 September
2025 2024
€m €m
Profit/(loss) for the financial period - Discontinued operations
Vodafone Spain(1) - 76
Vodafone Italy - (60)
Total - 16
Earnings per share - Discontinued operations
- Basic - 0.06c
- Diluted - 0.06c
Note:
1. The results for Vodafone Spain are for the two months to 31 May 2024 when
the sale concluded.
Assets held for sale
Assets of €109 million are reported as held for sale at 30 September 2025.
This comprises certain fibre network assets in Vodacom South Africa which are
planned to be transferred into a joint venture arrangement, Maziv
(Proprietary) Limited.
There were no assets and liabilities reported as held for sale at 31 March
2025.
Notes to the unaudited condensed consolidated financial statements
5 Earnings per share
Six months ended 30 September
2025 2024
Millions Millions
Weighted average number of shares for basic earnings per share 24,509 26,718
Effect of dilutive potential shares: restricted shares and share options 133 110
Weighted average number of shares for diluted earnings per share 24,642 26,828
Earnings per share attributable to owners of the parent during the period
Six months ended 30 September
2025 2024
€m €m
Profit for earnings per share from continuing operations attributable to 829 1,048
owners
Profit for earnings per share from discontinued operations attributable to - 16
owners
Profit for basic and diluted earnings per share 829 1,064
eurocents eurocents
Basic earnings per share from continuing operations 3.38 3.92
Basic earnings per share from discontinued operations - 0.06
Basic earnings per share 3.38 3.98
eurocents eurocents
Diluted earnings per share from continuing operations 3.36 3.91
Diluted earnings per share from discontinued operations - 0.06
Diluted earnings per share 3.36 3.97
6 Dividends
Six months ended 30 September
2025 2024
€m €m
Declared during the financial period:
Final dividend for the year ended 31 March 2025: 2.25 eurocents per share 558 1,212
(2024: 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 2026: 2.25 eurocents per share 537 585
(2025: 2.25 eurocents per share)
Notes to the unaudited condensed consolidated financial statements
7 Joint ventures and associates
30 September 31 March
2025 2025
€m €m
Oak Holdings 1 GmbH 5,879 5,943
VodafoneZiggo Group Holdings B.V. 270 330
Other 93 69
Investments in joint ventures 6,242 6,342
Safaricom PLC 480 500
Other 36 50
Investments in associates 516 550
Investments in joint ventures and associates 6,758 6,892
TPG Telecom Limited (59) (96)
Share of net liabilities in joint ventures (59) (96)
8 Reconciliation of net cash flow from operating activities
Six months ended 30 September
2025 2024
€m €m
Profit for the financial period 1,052 1,205
Investment and other income (1,085) (566)
Financing costs 1,134 843
Income tax expense 1,061 900
Operating profit 2,162 2,382
Adjustments for:
Share-based payments and other non-cash charges 38 68
Depreciation and amortisation 5,960 5,238
Gain on disposal of property, plant and equipment and intangible assets (154) (1)
Share of results of equity accounted associates and joint ventures (182) 40
Other income (86) (533)
Decrease/(increase) in inventory 8 (107)
Increase in trade and other receivables (767) (1,356)
Decrease in trade and other payables (1,379) (784)
Cash generated by operations 5,600 4,947
Taxation (508) (393)
Cashflows from discontinued operations - 1,090
Inflow from operating activities 5,092 5,644
Notes to the unaudited condensed consolidated financial statements
9 Acquisitions and disposals
Purchase of subsidiaries
Acquisitions of subsidiaries are accounted for using the acquisition method.
The cost of the acquisition is measured at the aggregate of the fair values at
the date of exchange of assets given, liabilities incurred or assumed and
equity instruments issued by the Group. Acquisition-related costs are
recognised in the consolidated income statement as incurred. The acquiree's
identifiable assets and liabilities are recognised at their fair values at the
acquisition date, which is the date on which control is transferred to the
Group. Goodwill is measured as the excess of the sum of the consideration
transferred, the amount of any non-controlling interests in the acquiree and
the fair value of the Group's previously held equity interest in the acquiree,
if any, over the net amount of identifiable assets acquired and liabilities
assumed at the acquisition date. The interest of the non-controlling
shareholders in the acquiree may initially be measured either at fair value or
at the non-controlling shareholders' proportion of the net fair value of the
identifiable assets acquired, liabilities and contingent liabilities assumed.
The choice of measurement basis is made on an acquisition-by-acquisition
basis.
The aggregate cash consideration in respect of the purchase of subsidiaries,
net of cash acquired, is summarised below.
Six months ended 30 September
2025 2024
€m €m
Net cash acquired 27 -
Merger of Vodafone and Three in the UK
On 31 May 2025, the Group and CK Hutchison Group Telecom Holdings Limited
('CKHGT'), a wholly owned subsidiary of CK Hutchison Holdings Limited
('Hutchison'), transferred their UK telecommunication businesses, respectively
Vodafone Limited ('Vodafone UK') and Three UK Limited ('Three UK'), into
VodafoneThree Holdings Limited ('VTHL'). Following completion, VTHL is a
subsidiary of the Group, in which the Group owns 51% of the issued share
capital and CKHGT indirectly owns 49%, and Vodafone UK and Three UK are wholly
owned subsidiaries of VTHL.
Consideration paid by the Group to Hutchison was 49% of Vodafone UK's equity,
subject to closing adjustments that will be settled in cash. Vodafone UK and
Three UK were contributed with differential debt amounts owing to their
respective shareholders at closing to achieve the required ownership
structure. The Group advanced loans of £6,010 million to VTHL, of which
£1,684 million was utilised to settle Three UK's outstanding debt with
Hutchison. In addition, Vodafone and Hutchison jointly contributed, in
proportion to their shareholdings, £600 million of equity funding on
completion, with a further £200 million committed which VTHL can draw if
required.
As part of the transaction, Vodafone and Hutchison agreed a framework to
enable Vodafone to acquire Hutchison's 49% shareholding in VTHL through a
Vodafone call or a Hutchison put option which may be exercised at fair market
value, subject to customary third party approvals and consents, and settled in
cash or new Vodafone Group Plc shares, at the Group's option, subject to
certain conditions. The call and put options will become exercisable after
three full financial years following closing, providing that the fair market
enterprise value of VTHL reaches a minimum of £16.5 billion until after the
seventh financial year following completion, when this threshold will cease to
apply to the exercise of the Hutchison put option. As the Group has the
ability to settle the put option with Vodafone Group Plc shares, no put option
liability will initially be recorded.
Under the agreed terms for the regulatory approval of the acquisition, the
Group has made commitments to upgrade a number of network sites over an 8-year
period. VodafoneThree intends to invest £11 billion (€12.6 billion) in the
UK over the next 10 years and, as part of this commitment, has contracted with
suppliers for network upgrades for an expected cost of over £2 billion
(€2.3 billion) over the next 8 years.
Notes to the unaudited condensed consolidated financial statements
9 Acquisitions and disposals (continued)
A purchase price allocation has been performed as at the acquisition date. The
allocation remains provisional due to the volume and nature of assets and
liabilities being assessed. The provisional purchase price allocation is set
out in the table below.
€m
Other intangible assets(1) 2,555
Property, plant and equipment 3,442
Inventory 43
Trade and other receivables 934
Cash and cash equivalents 27
Current and deferred taxation 184
Borrowings (4,139)
Trade and other payables (691)
Provisions (69)
Net identifiable assets acquired 2,286
Non-controlling interests (1,120)
Goodwill(2) 1,343
Total Consideration 2,509
Notes:
1. Identifiable intangible assets of €2,555 million consisted of
acquired licences of €975 million, Computer software of €887 million,
Customer relationships of €467 million and Brand of €226 million.
2. The goodwill is attributable to future profits to be generated from
new customers and the synergies expected to arise after the Group's
acquisition of the business. Other than the above addition relating to the UK
merger, and foreign exchange movements, there were no other changes to the
Group's reported goodwill in the six months ended 30 September 2025.
Transaction costs of €31 million were charged to Other income in the Group's
consolidated income statement in the six months ended 30 September 2025.
From the date of acquisition, the acquired entities have contributed €943
million of revenue and a loss of €209 million towards the profit for the
financial period of the Group. If the acquisition had taken place at the
beginning of the financial period, revenue would have been €20,105 million
and the profit for the financial period would have been €946 million.
As part of the merger of Vodafone and Three in the UK, the Group gave up a 49%
interest in Vodafone UK to Hutchison, with consideration taking the form of
51% of Three UK's equity, subject to closing adjustments that will be settled
in cash. The Group recognised non-controlling interests of €1,144 million
and a net gain of €697 million in retained earnings in relation to this
transaction.
Additionally, non-controlling interests of €348 million were recognised in
relation to Hutchison's proportionate contribution to the £600 million equity
funding raised by VTHL on closing.
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 2025 was €nil (six
months ended 30 September 2024: €3,578 million).
Vodafone Spain
In the comparative period, 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 disposal resulted in a loss on disposal of €148 million.
Notes to the unaudited condensed consolidated financial statements
9 Acquisitions and disposals (continued)
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
2025 2024
€m €m
Cash consideration received
Vantage Towers - 1,336
Indus Towers Limited - 1,684
Other disposals during the period 20 -
20 3,020
Vantage Towers
In the comparative period, 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.
A net gain on disposal of €26 million was recorded within Other income in
the consolidated income statement.
Indus Towers
In the comparative period, 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 €1,684 million in
gross proceeds. The Group sold its remaining 3.0% interest in Indus on 5
December 2024 for €329 million. A net gain on disposal of €714 million
was recorded within Other income in the consolidated income statement.
Notes to the unaudited condensed consolidated financial statements
10 Fair value of financial instruments
30 September 31 March
2025 2025
€m €m
Financial assets at fair value(1)
Money market funds (included within Cash and cash equivalents)(2) 3,265 2,130
Debt and equity securities (included within Other investments)(3) 5,711 6,925
Derivative and other financial instruments (included within Trade and other 3,005 4,197
receivables)(4)
Trade receivables at fair value through Other comprehensive income (included 1,070 710
within Trade and other receivables)(5)
13,051 13,962
Financial liabilities at fair value(1)
Derivative and other financial instruments (included within Trade and other 2,451 1,906
payables)(4)
2,451 1,906
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 is
determined by unadjusted quoted prices in active markets. Level 2 comprises
items where the fair value is determined from inputs other than quoted 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 is
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 €1,504 million (31 March
2025: €2,811 million) are measured at fair value and classified as Level 1.
Further equity and debt securities of €3,234 million (31 March 2025:
€3,177 million) are measured at fair value and classified as Level 2. The
remaining balance represents the Group's investments in Zegona ordinary shares
of €960 million (31 March 2025: €937 million) and convertible loan notes
of €13 million, (31 March 2025: nil), 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. €2,882 million (31 March 2025: €4,064
million) of derivative and other financial assets and €2,336 million (31
March 2025: €1,824 million) of derivative and other financial liabilities
are classified as Non-current.
5. Trade receivables at fair value through Other comprehensive income
are measured at fair value and classified as Level 2. Of this, €471 million
(31 March 2025: €289 million) are classified as Non-current.
The fair value of the Group's financial assets held at amortised cost
approximates their fair value.
The fair value of the Group's financial liabilities held at amortised cost
approximate to fair value with the exception of long-term bonds with a
carrying value of €31,514 million (31 March 2025: €34,873 million). These
bonds have a fair value at 30 September 2025 of €29,622 million (31 March
2025: €31,325 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, 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
€960 million at 30 September 2025 (31 March 2025: €937 million).
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 €960 million on 30
September 2025 (31 March 2025: €937 million).
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
10 Fair value of financial instruments (continued)
The only judgement that could have a material impact on the valuation is the
Zegona share price volatility. An increase/(decrease) of the share price
volatility by 10% would have €nil impact due to fair value being capped at
the nominal value of the RPS, including accrued interest at 30 September
2025.
11 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 2025
sets forth the Group's contingent liabilities and legal proceedings as of 31
March 2025. 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
VISPL tax claims
In 2025, Vodafone India Services Private Limited ('VISPL') participated in a
tax amnesty scheme to resolve historical tax disputes with the Indian tax
authority predominantly relating to Vodafone's acquisition of Hutchison Essar
(later renamed as 'Vodafone India Limited'). The scheme concluded in July
resulting in an income statement tax charge of €185 million and a net cash
outflow of €114 million after applying credits and offsets. All corporate
guarantees provided by Vodafone International Holdings B.V. have now been
discharged and all related court proceedings have now been fully withdrawn or
closed, including those before the Supreme Court.
Germany: investigation by competition authority regarding 1&1
In December 2021 1&1 entered into an agreement with Vantage Towers for the
provision of infrastructure for tower sites. Vantage Towers sub-contracted
certain aspects of the delivery under the agreement to Vodafone Germany.
In March 2023, Vodafone Germany and Vodafone Group (together 'Vodafone') were
informed that 1&1 had submitted a complaint to the Bundeskartellamt
('BkA'), the competition authority in Germany, alleging infringements of
competition law. Following the start of a formal investigation in June 2023,
the BkA issued a Statement of Objections on 11 April 2025 with its view that
the delayed provision by Vodafone and Vantage Towers of the contractually
agreed tower sites acted as an obstacle to 1&1's market entry and an abuse
of relative market power. Vodafone submitted its response to the Statement of
Objections to the BkA on 2 July 2025. Vodafone has received a letter from the
BkA stating that, if an infringement decision is issued, it is likely to
include an order for disgorgement of the alleged economic advantage obtained
as a result of the alleged infringement.
While the outcome is uncertain, the Group believes it has strong defences and
that it is probable no present obligation exists.
Notes to the unaudited condensed consolidated financial statements
11 Contingent liabilities and legal proceedings (continued)
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 April 2016, the Constitutional Court of South Africa ('the Constitutional
Court') 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. In accordance with
the Constitutional Court order, and after negotiations failed, the CEO issued
his determination on 9 January 2019. The CEO's award of R47million (€2.3
million) was rejected by Mr Makate, who subsequently challenged the CEO's
determination of the compensation amount through the courts.
In February 2024, the Supreme Court of Appeal ('the SCA') ruled that Mr Makate
was entitled to a compensation amount in the range between 5% - 7.5% of
revenues earned by Vodacom South Africa from its PCM service, plus interest,
from March 2001 to the date of the judgement.
Vodacom South Africa appealed this judgement to the Constitutional Court and
the SCA's judgement and order was set aside in July 2025. The matter was
remitted to the SCA and was due to be reheard by a differently constituted
panel of judges on 18 November 2025.
On 4 November 2025, a settlement between Vodacom South Africa and Mr Makate
was agreed. Vodacom South Africa has notified the SCA of the withdrawal of its
appeal. The settlement, which is for an immaterial amount, has been accounted
for in the Group's interim results for the six months ended 30 September 2025.
UK: Phones 4U in Administration v Vodafone Limited, Vodafone Group Plc and
Others
In December 2018, the administrators of former UK indirect seller, Phones 4U,
sued the three main UK mobile network operators ('MNOs'), including Vodafone,
and their parent companies in the English High Court. The administrators
alleged collusion between the MNOs to withdraw their business from Phones 4U
thereby causing its collapse. The trial on liability took place from May to
July 2022. On 10 November 2023, the High Court issued a judgement in
Vodafone's favour and rejected Phones 4U's allegations that the defendants
were in breach of competition law, consistent with Vodafone's previously
stated position that a present obligation does not exist. Phones 4U was
granted permission to appeal and the appeal hearing took place before the
Court of Appeal from 19 - 23 May 2025. The Court of Appeal rejected all of
Phones 4U's grounds of appeal in a judgement delivered on 11 July 2025. Phones
4U has confirmed that it does not intend to seek permission to appeal to the
Supreme Court.
UK: Mr Justin Gutmann v Vodafone Limited and Vodafone Group Plc
In November 2023, Mr Gutmann issued claims in the Competition Appeal Tribunal
('CAT') seeking permission, as a proposed class representative, to bring
collective proceedings on an opt-out basis against the four UK mobile network
operators ('MNOs') and, in the case of Vodafone Limited and EE Limited, their
respective parent companies. Vodafone Group Plc and Vodafone Limited are named
defendants to one of the claims with an alleged value of £1.4 billion (€1.6
billion), including interest. Hutchison 3G UK Limited ('Three'), which merged
with Vodafone Limited in May 2025, is also a named defendant to the claim with
an alleged value of £507 million (€578 million), including interest. It
is alleged that Vodafone, Three, and the other MNOs used their alleged market
dominance to overcharge customers after the expiry of the minimum terms of
certain mobile contracts (referred to as a 'loyalty penalty'). A hearing took
place before the CAT from 31 March to 2 April 2025 to determine Mr Gutmann's
application for certification of the class and Vodafone and Three's
applications for strike out of certain parts of the claim based on limitation.
The decision is expected later this year.
Taking into account all available evidence at this stage, the Group's
assessment is that the allegations are without merit and it intends to defend
the claim. The Group is currently unable to estimate any possible loss in
regards to this issue but, while the outcome is uncertain, the Group believes
it is probable that no present obligation exists.
Notes to the unaudited condensed consolidated financial statements
12 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
2025 2024
€m €m
Sales of goods and services to associates 3 11
Purchase of goods and services from associates 2 2
Sales of goods and services to joint arrangements 150 158
Purchase of goods and services from joint arrangements 306 362
Interest income receivable from joint arrangements(1) 29 25
Interest expense payable to joint arrangements(1) 86 144
30 September 31 March
2025 2025
€m €m
Trade balances owed:
by associates 4 3
to associates 1 1
by joint arrangements 208 210
to joint arrangements 374 331
Other balances owed by joint arrangements(1) 1,230 1,265
Other balances owed to joint arrangements(2) 3,435 3,941
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 2025, the Group made contributions to
defined benefit pension schemes of €26 million (six months ended 30
September 2024: €23 million).
In the six months ended 30 September 2025, cash dividends of €1.1 million
were paid to Board and Executive Committee members (six months ended 30
September 2024: €0.8 million).
Dividends received from joint ventures and associates are disclosed in the
consolidated statement of cash flows.
Notes to the unaudited condensed consolidated financial statements
13 Subsequent events
Türkiye spectrum auction
On 16 October 2025, Vodafone Türkiye acquired 100 MHz of spectrum in a 5G
auction conducted by the Information and Communication Technologies Authority
('ICTA') for a total cost of US$627 million (€539 million).
The spectrum will be available from April 2026 and has a licence duration of
almost 17 years (expiring on 31 December 2042). Payments will be phased over
three financial years, with three instalments of US$209 million (€180
million) due in January 2026, December 2026 and May 2027.
Acquisition of Skaylink
On 30 October 2025, the Group announced that it had entered into a binding
agreement to acquire 100% of Skaylink GmbH ('Skaylink') for a total
consideration of €175 million. Skaylink is a full-service cloud, digital
transformation and security specialist with offices throughout Germany and
across Europe.
Completion of the transaction is expected by the end of March 2026, subject to
the receipt of necessary regulatory approvals.
Share buyback programme
On 11 November 2025, the Group commenced a programme to repurchase its
ordinary share capital up to a maximum consideration of €500 million.
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 2025 which comprises
the consolidated income statement, the consolidated statement of comprehensive
income, 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 unaudited 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 2025 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 ('IAS'), with International Financial Reporting Standards
('IFRS') 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
11 November 2025
Non-GAAP measures
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 47 Revenue Pages 48, 49 and 50
Organic service revenue growth Page 47 Service revenue Pages 48, 49 and 50
Organic mobile service revenue growth Page 47 Service revenue Pages 48, 49 and 50
Organic fixed service revenue growth Page 47 Service revenue Pages 48, 49 and 50
Organic Vodafone Business service revenue growth Page 47 Service revenue Pages 48, 49 and 50
South Africa: Financial services organic revenue growth Page 47 Service revenue Pages 48, 49 and 50
Vodacom International: M-Pesa organic revenue growth Page 47 Service revenue Pages 48, 49 and 50
Egypt: Financial services revenue (Vodafone Cash) organic growth Page 47 Service revenue Pages 48, 49 and 50
Group Adjusted EBITDAaL Page 47 Operating profit Page 31
Organic Adjusted EBITDAaL growth Page 47 Not applicable Pages 48, 49 and 50
Other metrics
Adjusted profit attributable to owners of the parent Page 51 Profit attributable to owners of the parent Page 51
Adjusted basic earnings per share Page 51 Basic earnings per share Page 52
Cash flow, funding and capital allocation metrics
Free cash flow Page 52 Inflow from operating activities Page 53
Adjusted free cash flow Page 52 Inflow from operating activities Pages 15 and 53
Gross debt Page 52 Borrowings Page 53
Net debt Page 52 Borrowings less cash and cash equivalents Page 53
Pre-tax ROCE (controlled) Page 54 ROCE calculated using GAAP measures Pages 54 and 55
Post-tax ROCE (controlled and associates/joint ventures) Page 54 ROCE calculated using GAAP measures Pages 54 and 55
Financing and Taxation metrics
Adjusted net financing costs Page 56 Net financing costs Page 13
Adjusted profit before taxation Page 56 Profit before taxation Page 57
Adjusted income tax expense Page 56 Income tax expense Page 57
Adjusted effective tax rate Page 56 Income tax expense Page 57
Adjusted share of results of equity accounted associates and joint ventures Page 56 Share of results of equity accounted associates and joint ventures Page 57
Adjusted share of results of equity accounted associates and joint ventures Page 56 Share of results of equity accounted associates and joint ventures Page 57
used in post-tax ROCE
Non-GAAP measures
Performance metrics
Non-GAAP measure Purpose Definition
Adjusted EBITDAaL Adjusted EBITDAaL is used in conjunction with financial measures such as Adjusted EBITDAaL is operating profit after depreciation on lease-related
operating profit to assess our operating performance and profitability. right of use assets and interest on lease liabilities but excluding
depreciation, amortisation and gains/losses on disposal of owned assets and
It is a key external metric used by the investor community to assess excluding share of results of equity accounted associates and joint ventures,
performance of our operations. impairment losses/reversals, restructuring costs arising from discrete
restructuring plans, other income and expense and significant items that are
It is our segment performance measure in accordance with IFRS 8 (Operating not considered by management to be reflective of the underlying performance of
Segments). the Group.
Adjusted EBITDAaL margin
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 Türkiye 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;
- South Africa - Financial services revenue;
- Vodacom International M-Pesa revenue;
- Egypt - Financial services revenue (Vodafone Cash);
- 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: (i) It provides additional information on underlying
growth of the business without the effect of certain factors unrelated to its
operating performance; (ii) It is used for internal performance analysis; and
(iii) 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.
Service revenue growth in Türkiye excluding the impact of the
hyperinflationary adjustment
This growth metric presents performance in Türkiye excluding the
hyperinflationary adjustment recorded in the Group's consolidated financial
statements in accordance with IAS 29 'Financial Reporting in Hyperinflationary
Economies'.
Non-GAAP measures
Six months ended 30 September 2025
Reported growth M&A and Other Foreign exchange Organic growth
H1 FY26 H1 FY25
€m €m % pps pps %
Service revenue
Germany 5,425 5,500 (1.4) - - (1.4)
Mobile service revenue 2,579 2,497 3.3 - - 3.3
Fixed service revenue 2,846 3,003 (5.2) - - (5.2)
UK 3,664 2,891 26.7 (27.0) 1.4 1.1
Mobile service revenue 2,862 2,108 35.8 (36.8) 1.4 0.4
Fixed service revenue 802 783 2.4 - 1.1 3.5
Other Europe 2,415 2,410 0.2 - (0.3) (0.1)
Türkiye 1,327 1,103 20.3 1.6 33.7 55.6
Africa 3,183 2,951 7.9 - 5.8 13.7
Common Functions 388 322
Eliminations (75) (68)
Total service revenue 16,327 15,109 8.1 (5.4) 3.0 5.7
Other revenue 3,282 3,167
Revenue 19,609 18,276 7.3 (6.1) 3.1 4.3
Other growth metrics
Vodafone Business - Service revenue 3,991 3,890 2.6 (1.1) 1.9 3.4
Germany - Vodafone Business service revenue 1,170 1,184 (1.2) - - (1.2)
UK - Vodafone Business service revenue 1,058 1,054 0.4 (3.8) 1.1 (2.3)
Other Europe - Vodafone Business service revenue 763 761 0.3 - (0.3) -
Türkiye - Vodafone Business service revenue 208 162 28.4 1.7 35.9 66.0
Africa - Vodacom Business service revenue 572 541 5.7 - 5.3 11.0
South Africa - Service revenue 1,535 1,563 (1.8) - 4.0 2.2
Vodacom International - Service revenue 802 742 8.1 - 5.6 13.7
Egypt - Service revenue 853 652 30.8 - 11.7 42.5
South Africa - Financial services revenue 88 86 2.3 - 4.0 6.3
Vodacom International - M-Pesa revenue 233 200 16.5 - 5.2 21.7
Egypt - Financial services revenue (Vodafone Cash) 67 49 36.7 - 11.6 48.3
Adjusted EBITDAaL
Germany 2,191 2,290 (4.3) - - (4.3)
UK 884 707 25.0 (20.9) 1.3 5.4
Other Europe 835 784 6.5 - (0.4) 6.1
Türkiye 485 394 23.1 0.3 34.6 58.0
Africa 1,347 1,214 11.0 - 6.0 17.0
Common Functions (14) 22
Eliminations - -
Group 5,728 5,411 5.9 (2.2) 3.1 6.8
Percentage point change in Adjusted EBITDAaL margin
Germany 36.5% 37.4% (0.9) - - (0.9)
UK 20.0% 20.5% (0.5) 1.7 - 1.2
Other Europe 29.8% 28.0% 1.8 - - 1.8
Türkiye 30.3% 28.3% 2.0 0.1 - 2.1
Africa 34.1% 32.8% 1.3 - 0.1 1.4
Group 29.2% 29.6% (0.4) 1.1 - 0.7
Note:
1. Reported service revenue growth in Türkiye of 20.3% includes -1.3pps
in relation to the application of IAS 29 'Financial Reporting in
Hyperinflationary Economies'. Growth in Türkiye excluding the impact of this
hyperinflationary adjustment was 21.6%.
Non-GAAP measures
Quarter ended 30 September 2025
Reported growth M&A and Other Foreign exchange Organic growth
Q2 FY26 Q2 FY25
€m €m % pps pps %
Service revenue
Germany 2,737 2,722 0.5 - - 0.5
Mobile service revenue 1,315 1,266 3.8 - - 3.8
Fixed service revenue 1,422 1,456 (2.3) - - (2.3)
UK 2,018 1,462 38.0 (40.3) 3.5 1.2
Mobile service revenue 1,612 1,063 51.6 (55.1) 3.9 0.4
Fixed service revenue 406 399 1.8 - 2.5 4.3
Other Europe 1,231 1,230 0.1 - (0.6) (0.5)
Türkiye 698 588 18.7 1.4 28.3 48.4
Africa 1,628 1,502 8.4 - 5.1 13.5
Common Functions 196 176
Eliminations (39) (36)
Total service revenue 8,469 7,644 10.8 (8.1) 3.1 5.8
Other revenue 1,755 1,596
Revenue 10,224 9,240 10.6 (9.2) 3.2 4.6
Other growth metrics
Vodafone Business - Service revenue 2,027 1,979 2.4 (1.7) 2.2 2.9
Germany - Vodafone Business service revenue 589 598 (1.6) - - (1.6)
UK - Vodafone Business service revenue 540 532 1.5 (5.9) 2.7 (1.7)
Other Europe - Vodafone Business service revenue 385 389 (1.0) - (0.4) (1.4)
Türkiye - Vodafone Business service revenue 109 85 28.2 1.5 30.1 59.8
Africa - Vodacom Business service revenue 292 276 5.8 - 5.0 10.8
South Africa - Service revenue 774 796 (2.8) - 4.2 1.4
Vodacom International - Service revenue 414 375 10.4 - 4.3 14.7
Egypt - Service revenue 443 334 32.6 - 8.6 41.2
South Africa - Financial services revenue 45 44 2.3 - 4.6 6.9
Vodacom International - M-Pesa revenue 121 101 19.8 - 2.8 22.6
Egypt - Financial services revenue (Vodafone Cash) 36 27 33.3 - 9.7 43.0
Group Adjusted EBITDAaL 2,980 2,730 9.2 (3.8) 3.3 8.7
Note:
1. Reported service revenue growth in Türkiye of 18.7% includes 3.9pps in
relation to the application of IAS 29 'Financial Reporting in
Hyperinflationary Economies'. Growth in Türkiye excluding the impact of this
hyperinflationary adjustment was 14.8%.
Non-GAAP measures
Quarter ended 30 June 2025
Reported growth M&A and Other Foreign exchange Organic growth
Q1 FY26 Q1 FY25
€m €m % pps pps %
Service revenue
Germany 2,688 2,778 (3.2) - - (3.2)
Mobile service revenue 1,264 1,231 2.7 - - 2.7
Fixed service revenue 1,424 1,547 (8.0) - - (8.0)
UK 1,646 1,429 15.2 (13.8) (0.5) 0.9
Mobile service revenue 1,250 1,045 19.6 (18.7) (0.5) 0.4
Fixed service revenue 396 384 3.1 - (0.4) 2.7
Other Europe 1,184 1,180 0.3 - (0.1) 0.2
Türkiye 629 515 22.1 1.2 40.5 63.8
Africa 1,555 1,449 7.3 - 6.5 13.8
Common Functions 192 146
Eliminations (36) (32)
Total service revenue 7,858 7,465 5.3 (2.7) 2.9 5.5
Other revenue 1,527 1,571
Revenue 9,385 9,036 3.9 (2.8) 3.0 4.1
Other growth metrics
Vodafone Business - Service revenue 1,964 1,911 2.8 (0.4) 1.6 4.0
Germany - Vodafone Business service revenue 581 586 (0.9) - - (0.9)
UK - Vodafone Business service revenue 518 522 (0.8) (1.8) (0.4) (3.0)
Other Europe - Vodafone Business service revenue 378 372 1.6 - (0.1) 1.5
Türkiye - Vodafone Business service revenue 99 77 28.6 1.2 42.9 72.7
Africa - Vodacom Business service revenue 280 265 5.7 - 5.5 11.2
South Africa - Service revenue 761 767 (0.8) - 3.7 2.9
Vodacom International - Service revenue 388 367 5.7 - 6.9 12.6
Egypt - Service revenue 410 318 28.9 - 15.0 43.9
South Africa - Financial services revenue 43 42 2.4 - 3.4 5.8
Vodacom International - M-Pesa revenue 112 99 13.1 - 7.7 20.8
Egypt - Financial services revenue (Vodafone Cash) 31 22 40.9 - 14.2 55.1
Group Adjusted EBITDAaL 2,748 2,681 2.5 (0.5) 2.9 4.9
Note:
1. Reported service revenue growth in Türkiye of 22.1% includes -7.5pps
in relation to the application of IAS 29 'Financial Reporting in
Hyperinflationary Economies'. Growth in Türkiye excluding the impact of this
hyperinflationary adjustment was 29.6%.
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 FY26 H1 FY25
Reported Adjustments Adjusted Reported Adjustments Adjusted
€m €m €m €m €m €m
Adjusted EBITDAaL 5,728 - 5,728 5,411 - 5,411
Restructuring costs (186) 186 - (58) 58 -
Interest on lease liabilities 292 - 292 220 - 220
Gain/(loss) on disposal of property, plant & equipment and intangible 155 - 155 (12) - (12)
assets
Depreciation and amortisation on owned assets(1) (4,095) 336 (3,759) (3,672) 303 (3,369)
Share of results of equity accounted associates and joint ventures(2) 182 (37) 145 (40) 104 64
Other income 86 (86) - 533 (533) -
Operating profit 2,162 399 2,561 2,382 (68) 2,314
Investment and other income 1,085 - 1,085 566 (242) 324
Financing costs(3) (1,134) 76 (1,058) (843) (41) (884)
Profit before taxation 2,113 475 2,588 2,105 (351) 1,754
Income tax expense(4) (1,061) 392 (669) (900) 596 (304)
Profit for the financial period - Continuing operations 1,052 867 1,919 1,205 245 1,450
Profit for the financial period - Discontinued operations - - - 16 (16) -
Profit for the financial period 1,052 867 1,919 1,221 229 1,450
Profit attributable to:
- Owners of the parent (Continuing) 829 867 1,696 1,048 245 1,293
- Owners of the parent (Total Group) 829 867 1,696 1,064 229 1,293
- Non-controlling interests 223 - 223 157 - 157
Profit for the financial period 1,052 867 1,919 1,221 229 1,450
Notes:
1. Depreciation and amortisation on
owned assets excludes depreciation on leased assets and loss on disposal of
leased assets included within Adjusted EBITDAaL. See page 58 for an analysis
of depreciation and amortisation. The adjustment of €336 million (H1 FY25:
€303 million) relates to amortisation of customer bases and brand intangible
assets.
2. See page 57 for a breakdown of the
adjustments to Share of results of equity accounted associates and joint
ventures to derive Adjusted share of results of equity accounted associates
and joint ventures.
3. See 'Net financing costs' on page 13
for further analysis.
4. See 'Adjusted tax metrics' on page 57
for further analysis.
Non-GAAP measures
Adjusted basic earnings per share
The reconciliation of Adjusted basic earnings per share to the closest
equivalent GAAP measure, Basic earnings per share, is provided below.
H1 FY26 H1 FY25
€m €m
Profit attributable to owners of the parent 829 1,064
Adjusted profit attributable to owners of the parent 1,696 1,293
Million Million
Weighted average number of shares outstanding - Basic 24,509 26,718
eurocents eurocents
Basic earnings per share 3.38c 3.98c
Adjusted basic earnings per share 6.92c 4.84c
Cash flow, funding and capital allocation metrics
Cash flow and funding
Non-GAAP measure Purpose Definition
Free cash flow Internal performance reporting. Free cash flow is Adjusted EBITDAaL after cash flows in relation to capital
additions, working capital movements including in respect of capital
External metric used by investor community. additions, disposal of property, plant and equipment and intangible assets,
integration capital additions and restructuring costs, together with related
Assists comparability with other companies, although our metric may not be working capital, licences and spectrum, interest received and paid (excluding
directly comparable to similarly titled measures used by other companies. interest on Bank borrowings secured against Indian assets), taxation,
dividends received from associates and joint ventures, dividends paid to
non-controlling shareholders in subsidiaries, payments in respect of lease
liabilities and other.
Adjusted free cash flow Internal performance reporting. Adjusted free cash flow is Free cash flow before licences and spectrum,
restructuring costs arising from discrete restructuring plans, integration
External metric used by investor community. capital additions and working capital related items and M&A.
Setting director and management remuneration.
Key external metric used to evaluate liquidity and the cash generated by our
operations.
Gross debt Prominent metric used by debt rating agencies and the investor community. Non-current borrowings and current borrowings, excluding lease liabilities,
collateral liabilities and borrowings specifically secured against Indian
assets.
Net debt Prominent metric used by debt rating agencies and the investor community. Gross debt less cash and cash equivalents, short-term investments, non-current
investments in sovereign securities, derivative and other financial
instruments excluding mark-to-market adjustments and net collateral assets.
Non-GAAP measures
Cash flow and funding (continued)
The table below presents the reconciliation between Inflow from operating
activities and Free cash flow.
H1 FY26 H1 FY25
€m €m
Inflow from operating activities 5,092 5,644
Net tax paid 508 393
Cashflows from discontinued operations - (1,090)
Cash generated by operations 5,600 4,947
Capital additions (2,800) (2,987)
Working capital movement in respect of capital additions (639) (196)
Disposal of property, plant and equipment and intangible assets 14 7
Integration capital additions (21) (12)
Working capital movement in respect of integration capital additions 1 2
Licences and spectrum (45) (12)
Interest received and paid(1) (746) (701)
Taxation (522) (393)
Dividends received from associates and joint ventures 235 243
Dividends paid to non-controlling shareholders in subsidiaries (141) (157)
Payments in respect of lease liabilities (1,700) (1,583)
Other (7) (254)
Free cash flow (771) (1,096)
Note:
1. Includes interest on lease
liabilities of €291 million (H1 FY25: €208 million), excluding
discontinued operations.
The table below presents the reconciliation between Borrowings, Gross debt and
Net debt.
H1 FY26 Year-end FY25
€m €m
Borrowings (51,455) (53,143)
Lease liabilities 12,335 10,826
Collateral liabilities 1,315 2,357
Gross debt (37,805) (39,960)
Collateral liabilities (1,315) (2,357)
Cash and cash equivalents 7,087 11,001
Non-current investments in sovereign securities 904 913
Short-term investments 3,773 5,280
Collateral assets 1,495 1,010
Derivative and other financial instruments 554 2,291
Less mark-to-market gains deferred in hedge reserves (632) (575)
Net debt (25,939) (22,397)
Non-GAAP measures
Return on Capital Employed
Non-GAAP measure Purpose Definition
Return on Capital Employed ('ROCE') ROCE is a metric used by the investor community and reflects how efficiently We calculate ROCE by dividing Operating profit by the average of capital
we are generating profit with the capital we deploy. employed as reported in the consolidated statement of financial position.
Capital employed includes borrowings, cash and cash equivalents, derivative
and other financial instruments included in trade and other
receivables/payables, short-term investments, non-current investments in
sovereign securities, collateral assets, financial liabilities under put
option arrangements and equity.
Pre-tax ROCE (controlled) As above We calculate pre-tax ROCE (controlled) by using Operating profit excluding
interest on lease liabilities, restructuring costs arising from discrete
restructuring plans, impairment losses/reversals, other income and expense,
the impact of hyperinflationary adjustments and the share of results of equity
Post-tax ROCE (controlled and associates/joint ventures) accounted associates and joint ventures. On a post-tax basis, the measure
includes our Adjusted share of results from associates and joint ventures and
a notional tax charge. Capital is equivalent to net operating assets and is
based on the average of month end capital employed balances during the period
of: property, plant and equipment (including leased assets and lease
liabilities), intangible assets (including goodwill), operating working
capital (including held for sale assets and excluding derivative balances) and
provisions, excluding the impact of hyperinflationary adjustments. Other
assets that do not directly contribute to returns are excluded from this
measure and include other investments, current and deferred tax balances and
post employment benefits. On a post-tax basis, ROCE also includes our
investments in associates and joint ventures.
ROCE using GAAP measures
The table below presents the calculation of ROCE using GAAP measures as
reported in the consolidated income statement and consolidated statement of
financial position.
For the purpose of the half-year ROCE calculation, the returns are based on
the 12 months ended 30 September and the denominator is based on the average
of 12 month end capital employed balances from the opening position, and
ending at 30 September 2024 and 30 September 2025 of the respective years.
H1 FY26 H1 FY25
€m €m
Operating (loss)/profit(1) (631) 4,190
Borrowings 51,455 55,753
Cash and cash equivalents (7,087) (7,008)
Derivative and other financial instruments included in trade and other (3,005) (3,962)
receivables
Derivative and other financial instruments included in trade and other 2,451 2,031
payables
Non-current investments in sovereign securities (904) -
Short-term investments (3,773) (4,101)
Collateral assets (1,495) (789)
Financial liabilities under put option arrangements 102 -
Equity 56,609 60,586
Capital employed at end of the period 94,353 102,510
Average capital employed for the period 98,432 107,126
ROCE using GAAP measures (0.6%) 3.9%
Note:
1. Operating (loss)/profit includes Other income, which includes merger
and acquisition activity that is non-recurring in nature.
Non-GAAP measures
Return on Capital Employed ('ROCE') : Non-GAAP basis
The table below presents the calculation of ROCE using non-GAAP measures and
reconciliations to the closest equivalent GAAP measure.
For the purpose of the half-year ROCE calculation, the returns are based on
the 12 months ended 30 September and the denominator is based on the average
of 12 month end capital employed balances from the opening position, and
ending at 30 September 2024 and at 30 September 2025 of the respective years.
H1 FY26 H1 FY25
€m €m
Operating (loss)/profit (631) 4,190
Interest on lease liabilities (560) (443)
Restructuring costs 292 659
Other income (118) (972)
Share of results of equity accounted associates and joint ventures (99) 85
Impairment charge/(reversal) 4,515 -
Other adjustments(1) 431 355
Adjusted operating profit for calculating pre-tax ROCE (controlled) 3,830 3,874
Adjusted share of results of equity accounted associates and joint ventures 88 (148)
used in post-tax ROCE(2)
Notional tax at Adjusted effective tax rate(3) (1,037) (795)
Adjusted operating profit for calculating post-tax ROCE (controlled and 2,881 2,931
associates/joint ventures)
Capital employed for calculating ROCE on a GAAP basis 94,353 102,510
Adjustments to exclude:
- Leases (12,335) (10,790)
- Deferred tax assets (18,513) (19,716)
- Deferred tax liabilities 796 650
- Taxation recoverable (170) (197)
- Taxation liabilities 594 669
- Other investments (2,935) (3,050)
- Associates and joint ventures (6,699) (7,041)
- Pension assets and liabilities (65) (193)
- Removal of capital employed related to discontinued operations - (7,791)
- Other adjustments(1) (1,123) (1,063)
Adjusted capital employed for calculating pre-tax ROCE (controlled) 53,903 53,988
Associates and joint ventures(1) 6,699 7,041
Adjusted capital employed for calculating post-tax ROCE (controlled and 60,602 61,029
associates/joint ventures)
Average capital employed for calculating pre-tax ROCE (controlled) 52,899 53,898
Average capital employed for calculating post-tax ROCE (controlled and 59,700 63,365
associates/joint ventures)
Pre-tax ROCE (controlled) 7.2% 7.2%
Post-tax ROCE (controlled and associates/joint ventures) 4.8% 4.6%
Notes:
1. Comprises adjustments to exclude hyperinflationary accounting in
Türkiye.
2. Adjusted share of results of equity accounted associates and joint
ventures used in post-tax ROCE is a non-GAAP measure and excludes
restructuring costs and other income.
3. Includes tax at the Adjusted effective tax rate of 27.4% (H1 FY25:
18.0%).
Non-GAAP measures
Financing and Taxation metrics
Non-GAAP measure Purpose Definition
Adjusted net financing costs This metric is used by both management and the investor community. Adjusted net financing costs exclude mark-to-market and foreign exchange
gains/losses, together with fair value movements on Other investments through
This metric is used in the calculation of Adjusted basic earnings per share. profit and loss.
Adjusted profit before taxation This metric is used in the calculation of the Adjusted effective tax rate (see Adjusted profit before taxation excludes the tax effects of items excluded
below). from Adjusted basic earnings per share, including: impairment
losses/reversals, amortisation of customer bases and brand intangible assets,
restructuring costs arising from discrete restructuring plans, other income
and expense, mark-to-market and foreign exchange movements and fair value
movements on Other investments through profit and loss.
Adjusted income tax expense This metric is used in the calculation of the Adjusted effective tax rate (see Adjusted income tax expense excludes the tax effects of items excluded from
below). Adjusted basic earnings per share, including: impairment losses/reversals,
amortisation of customer bases and brand intangible assets, restructuring
costs arising from discrete restructuring plans, other income and expense,
mark-to-market and foreign exchange movements and fair value movements on
Other investments through profit and loss. It also excludes deferred tax
movements relating to tax losses in Luxembourg as well as other significant
one-off items.
Adjusted effective tax rate This metric is used by both management and the investor community. Adjusted income tax expense (see above) divided by Adjusted profit before
taxation (see above).
Adjusted share of results of equity accounted associates and joint ventures This metric is used in the calculation of Adjusted effective tax rate. Share of results of equity accounted associates and joint ventures excluding
restructuring costs, amortisation of acquired customer base and brand
intangible assets and other income and expense.
Adjusted share of results of equity accounted associates and joint ventures This metric is used in the calculation of post-tax ROCE (controlled and Share of results of equity accounted associates and joint ventures excluding
used in post-tax ROCE associates/joint ventures). restructuring costs and other income and expense.
Non-GAAP measures
Adjusted tax metrics
The table below reconciles Profit before taxation and Income tax expense to
Adjusted profit before taxation, Adjusted income tax expense and Adjusted
effective tax rate.
H1 FY26 H1 FY25
€m €m
Profit before taxation 2,113 2,105
Adjustments to derive Adjusted profit before tax 475 (351)
Adjusted profit before taxation 2,588 1,754
Adjusted share of results of equity accounted associates and joint ventures (145) (64)
Adjusted profit before tax for calculating Adjusted effective tax rate 2,443 1,690
Income tax expense (1,061) (900)
Tax on adjustments to derive Adjusted profit before tax (148) (8)
Adjustments:
- Deferred tax on rate change in Germany 269 -
- Deferred tax charge for utilisation of recognised tax losses in Luxembourg 172 319
- UK corporate interest restriction 3 35
- Tax relating to inflation-related adjustments in Türkiye 96 86
- Tax relating to Vantage Towers share disposal - 164
Adjusted income tax expense for calculating Adjusted tax rate (669) (304)
Adjusted effective tax rate 27.4% 18.0%
Adjusted share of results of equity accounted associates and joint ventures
The table below reconciles Adjusted share of results of equity accounted
associates and joint ventures to the closest GAAP equivalent, Share of results
of equity accounted associates and joint ventures.
H1 FY26 H1 FY25
€m €m
Share of results of equity accounted associates and joint ventures 182 (40)
Restructuring costs, net of tax 15 7
Other income, net of tax (42) (59)
Adjusted share of results of equity accounted associates and joint ventures 155 (92)
used in post-tax ROCE
Amortisation of acquired customer base and brand intangible assets, net of tax (10) 156
Adjusted share of results of equity accounted associates and joint ventures 145 64
Additional information
Analysis of depreciation and amortisation
The table below presents an analysis of the different components of
depreciation and amortisation discussed in the document, reconciled to the
GAAP amounts in the consolidated income statement.
H1 FY26 H1 FY25
€m €m
Depreciation on leased assets - included in Adjusted EBITDAaL 1,735 1,564
Depreciation on leased assets - included in Restructuring costs 130 2
Depreciation on leased assets 1,865 1,566
Depreciation on owned assets 2,110 1,889
Amortisation of owned intangible assets 1,985 1,783
Depreciation and amortisation on owned assets 4,095 3,672
Total depreciation and amortisation on owned and leased assets 5,960 5,238
(Gain)/loss on disposal of owned fixed assets (155) 12
Loss/(gain) on disposal of leased assets 1 (13)
Depreciation and amortisation - as recognised in the consolidated income 5,806 5,237
statement
Analysis of tangible and intangible additions
The table below presents an analysis of the different components of tangible
and intangible additions discussed in the document.
H1 FY26 H1 FY25
€m €m
Capital additions 2,800 2,987
Integration related capital additions 21 12
Licence and spectrum additions 261 9
Additions to customer bases 1 -
Additions 3,083 3,008
Intangible asset additions 1,103 1,226
Property, plant and equipment owned additions 1,980 1,782
Total additions 3,083 3,008
Definitions
Key terms are defined below. See page 46 for the location of definitions for
non-GAAP measures.
Term Definition
Africa Comprises the Vodacom Group.
ARPU Average revenue per user, defined as customer revenue and incoming revenue
divided by average customers.
Capital additions Comprises the purchase of property, plant and equipment and intangible assets,
other than licence and spectrum payments and integration capital expenditure.
Common Functions Comprises central teams and business functions.
Depreciation and amortisation The accounting charge that allocates the cost of tangible or intangible
assets, whether owned or leased, to the income statement over its useful life.
The measure includes the profit or loss on disposal of property, plant and
equipment, software and leased assets.
Eliminations Refers to the removal of intercompany transactions to derive the consolidated
financial statements.
Europe Comprises the Group's European businesses and the UK.
Financial services revenue Financial services revenue includes fees generated from the provision of
advanced airtime, overdraft, financing and lending facilities, as well as
merchant payments and the sale of insurance products (e.g. device insurance,
life insurance and funeral cover).
Fixed service revenue Service revenue (see below) relating to the provision of fixed line and
carrier services.
FTTH Fibre to the home.
GAAP Generally Accepted Accounting Principles.
IFRS International Financial Reporting Standards.
Incoming revenue Comprises revenue from termination rates for voice and messaging to Vodafone
customers.
Indian assets Comprises the Group's investments in Indus Towers Limited and Vodafone Idea
Limited.
Integration capital additions Capital additions incurred in relation to significant changes in the operating
model, such as the integration of recently acquired subsidiaries.
Internet of Things ('IoT') The network of physical objects embedded with electronics, software, sensors,
and network connectivity, including built-in mobile SIM cards, that enable
these objects to collect data and exchange communications with one another or
a database.
MDU Multi Dwelling Units.
Mobile service revenue Service revenue (see below) relating to the provision of mobile services.
NPS Net Promoter Score.
Other Europe Other Europe markets comprise Portugal, Ireland, Greece, Romania, Czech
Republic and Albania.
Other revenue Other revenue principally includes equipment revenue, interest income, income
from partner market arrangements and lease revenue, including in respect of
the lease out of passive tower infrastructure.
Reported growth Reported growth is based on amounts reported in euros and determined under
IFRS.
Revenue The total of Service revenue (see below) and Other revenue (see above).
Roaming Roaming allows customers to make calls, send and receive texts and data on our
and other operators' mobile networks, usually while travelling abroad.
Service revenue Service revenue is all revenue related to the provision of ongoing services to
the Group's consumer and enterprise customers, together with roaming revenue,
revenue from incoming and outgoing network usage by non-Vodafone customers and
interconnect charges for incoming calls.
Vodafone Business Vodafone Business supports organisations in a digital world. With Vodafone's
expertise in connectivity, our leading IoT platform and our global scale, we
deliver the results that organisations need to progress and thrive. We support
businesses of all sizes and sectors.
Notes
1. 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 Speech Mark Devices, Vodacom and
everyone.connected are trademarks owned by Vodafone. Other product and company
names mentioned herein may be the trademarks of their respective owners.
2. All growth rates reflect a comparison to the six months ended 30
September 2024 unless otherwise stated.
3. References to "Q1", "Q2", "Q3" and "Q4" are to the three months ended
30 June, 30 September, 31 December and 31 March. References to the "year",
"financial year" or "FY26" are to the financial year ending 31 March 2026.
References to "last year", "last financial year" or "FY25" are to the
financial year ended 31 March 2025. References to "H1 FY26" are to the six
month period ended 30 September 2025. References to "H1 FY25" are to the six
month period ended 30 September 2024.
4. Vodacom refers to the Group's interest in Vodacom Group Limited
('Vodacom') as well as its operations, including subsidiaries in South Africa,
Egypt, DRC, Tanzania, Mozambique and Lesotho.
5. This document contains references to our and our affiliates' websites.
Information on any website is not incorporated into this update and should not
be considered part of this update.
Forward-looking statements and other matters
This document contains 'forward-looking statements' within the meaning of the
US Private Securities Litigation Reform Act of 1995 with respect to the
Group's financial condition, results of operations and businesses and certain
of the Group's plans and objectives. In particular, such forward-looking
statements include, but are not limited to, statements with respect to: the
Group's portfolio transformation plan; expectations regarding the Group's
financial condition or results of operations and the guidance for Adjusted
EBITDAaL and Adjusted free cash flow for the financial year ending 31 March
2026; the acquisition of Telekom Romania; the announced potential acquisition
of Skaylink; changes to German TV laws and the migration of users to
individual TV customer contracts; expectations for the Group's future
performance generally; the Group's share buyback programme; expectations
regarding the operating environment and market conditions and trends,
including customer usage, competitive position and macroeconomic pressures,
price trends and opportunities in specific geographic markets; intentions and
expectations regarding the development, launch and expansion of products,
services and technologies, either introduced by Vodafone or by Vodafone in
conjunction with third parties or by third parties independently; expectations
regarding the integration or performance of current and future investments,
associates, joint ventures, non-controlled interests and newly acquired
businesses; the impact of regulatory and legal proceedings involving the Group
and of scheduled or potential regulatory changes; certain of the Group's plans
and objectives, including the Group's strategy.
Forward-looking statements are sometimes but not always identified by their
use of a date in the future or such words as 'will', 'may', 'expects',
'believes', 'continue', 'plans', 'further', 'ongoing', 'progress', 'targets'
or 'could'. 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 will 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:
general economic and political conditions in the jurisdictions in which the
Group operates and changes to the associated legal, regulatory and tax
environments; increased competition; levels of investment in network capacity
and the Group's ability to deploy new technologies, products and services,
including artificial intelligence; the Group's ability to optimise its
portfolio in line with its business transformation plan; evolving cyber
threats to the Group's services and confidential data; rapid changes to
existing products and services and the inability of new products and services
to perform in accordance with expectations; the ability of the Group to
integrate new technologies, products and services with existing networks,
technologies, products and services; the Group's ability to generate and grow
revenue; slower than expected impact of new or existing products, services or
technologies on the Group's future revenue, cost structure and capital
expenditure outlays; slower than expected customer growth, reduced customer
retention, reductions or changes in customer spending and increased pricing
pressure; the Group's ability to extend and expand its spectrum resources, to
support ongoing growth in customer demand for mobile data services; the
Group's ability to secure the timely delivery of high-quality products from
suppliers; loss of suppliers, disruption of supply chains, shortages and
greater than anticipated prices of new mobile handsets; changes in the costs
to the Group of, or the rates the Group may charge for, terminations and
roaming minutes; the impact of a failure or significant interruption to the
Group's telecommunications, data centres, networks, IT systems or data
protection systems; the Group's ability to realise expected benefits from
acquisitions, partnerships, joint ventures, associates, franchises, brand
licences, platform sharing or other arrangements with third parties, including
the combination of Vodafone's UK business with Three UK, the mobile network
sharing agreement with Virgin Media O2 and the Group's strategic partnerships
with Microsoft and Google; acquisitions and divestments of Group businesses
and assets and the pursuit of new, unexpected strategic opportunities; the
Group's ability to integrate acquired business or assets; the extent of any
future write-downs or impairment charges on the Group's assets, or
restructuring charges incurred as a result of an acquisition or disposal;
developments in the Group's financial condition, earnings and distributable
funds and other factors that the Board takes into account in determining the
level of dividends; the Group's ability to satisfy working capital
requirements; changes in foreign exchange rates; changes in the regulatory
framework in which the Group operates; the impact of legal or other
proceedings against the Group or other companies in the communications
industry; and changes in statutory tax rates and profit mix.
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 in the summary of our principal risks in the Group's
Annual Report for the year ended 31 March 2025. The Annual Report can be found
on the Vodafone Group's website (investors.vodafone.com/results
(http://investors.vodafone.com/results) ). All subsequent written or oral
forward-looking statements attributable to Vodafone or any member of the
Vodafone Group or 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 this document will be realised. 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.
Copyright © Vodafone Group 2025
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