Interim Results - Part 3

Vodafone Group Plc 18 November 2003 VODAFONE GROUP PLC INTERIM RESULTS PART 3 In Egypt, turnover increased by 52% when measured in local currency driven mainly by strong customer and ARPU growth. Data revenue grew by 66% when measured in local currency as a result of the increase in popularity of SMS messaging and the take up of Vodafone live! since its launch in March 2003. The customer base improved by 14% over the six months ended 30 September 2003 to 2,581,000. Sterling results were, however, affected by the weakness of the Egyptian Pound against sterling. The Group has reached a preliminary understanding with Telecom Egypt for the proposed disposal of a 16.9% stake in Vodafone Egypt, reducing its stake to 50.1%. The remaining 33.0% stake is currently owned by minority interests. It is planned that Vodafone Egypt will list on the Cairo and Alexandria Stock Exchange before the year end. The Group's associated undertakings in the region reported greatly improved operating performance for the period. This was a result of strong customer growth of 8.2% in Vodacom, in which the Group increased its stake from 31.5% to 35% in December 2002, and 37.1% growth in Safaricom, in which the Group increased its stake to an effective 35% in January 2003. Other Operations Financial highlights Six months to 30 September 2003 2002 % change £m £m Turnover Europe 449 441 2 Asia Pacific 897 1,017 (12) ------ ------ 1,346 1,458 (8) ------ ------ Total Group operating Europe (41) (94) (56) profit/(loss)(1) Asia Pacific 79 59 34 ------ ------ 38 (35) - ------ ------ Proportionate EBITDA Europe 11.0% (0.5%) margin(2) Asia Pacific 29.4% 26.3% (1) before goodwill amortisation (2) see pages 31 and 32 for details of proportionate turnover and EBITDA The Group's other operations during the period mainly comprised interests in fixed line telecommunications businesses, including Arcor in Germany, Cegetel in France and Japan Telecom, which has subsequently been disposed of, and Vodafone Information Systems, an IT and data services business based in Germany. In Europe, the German fixed line market continues to be dominated by intensive competition, principally driven by the market leader. Notwithstanding this, Arcor furthered its position as the main competitor to the dominant fixed line operator, increasing its contract voice customers by 268,000 to 2.9 million, including a rise in its ISDN customers by 44% to 284,000 since 31 March 2003. Activity levels improved and consequently traffic volume increased by 31% to 14.8 billion minutes. Excluding the results of the Telematik business, which was disposed of in June 2002, turnover increased by 12%, measured in local currency, due to customer growth partially offset by tariff decreases caused by the competitive market. This revenue growth, combined with the disposal of the lower margin Telematik business, resulted in a significantly improved EBITDA margin. Cegetel has the second largest residential customer base in France and made a positive contribution to operating profit before goodwill amortisation compared to a loss in the six months ended 30 September 2002. The Group increased its stake in Cegetel from 15% to 30% in the second half of the previous financial year. Since 30 September 2003, the Group's 66.7% controlled entity Japan Telecom Holdings Co., Ltd. has completed the disposal of its 100% interest in Japan Telecom. Receipts resulting from this transaction are Y261.3 billion (£1.4 billion), comprising Y228.8 billion (£1.2 billion) of cash and Y32.5 billion (£0.2 billion) of transferable redeemable preferred equity. The Group ceased consolidating the results of Japan Telecom from 1 October 2003. Global Services The Group's vision is to be the world's mobile communications leader. A major focus of the Group's strategy is to offer innovative services within Vodafone-branded, end-to-end customer propositions which utilise the Group's global footprint and global brand to offer customers a unique mobile experience with seamless international services. To achieve this objective requires a highly focused, increasingly integrated and operationally efficient business providing the best products and services across the greatest number of markets. As a result, the Group established two new central functions in July 2003, Group Marketing and Group Technology and Business Integration. Group Marketing Group Marketing provides leadership and co-ordination across the full range of marketing and commercial activities including product, content, brand management and development, Partner Networks and global accounts. These activities include the design and rollout of segmented service propositions to consumer and business customers such as Vodafone live! and the Group's business offerings. Vodafone live! Vodafone live!, which was launched across Europe in October 2002, is the Group's first global offering aimed at specific market segments. Vodafone live! customers can take and send picture messages, download and play the latest mobile games and polyphonic ringtones, send and receive voice, text and emails, instant message with friends and gain access to certain information services. Since launch, the Group has connected more than 3 million active Vodafone live! customers across the 15 countries in which the service is now available. The range of services available on Vodafone live! continues to be improved, integrating the most up to date services and technologies as well as broadening the range of handsets available. During the period, video and audio streaming services, on existing 2.5G technology, were launched in Italy, Germany, Portugal and the Netherlands. The Group has recently acquired the mobile rights in 12 countries for the UEFA Champions League for the three successive seasons ending in 2005/6 and announced exclusive agreements with Eidos, for content based on the highly successful Tomb Raider series, and THQ, for 'The Simpsons' branded content. Games downloads, picture messaging and other content services are proving particularly popular and generating extra revenue. On 29 October 2003, SFR, the Group's French associated undertaking, launched Vodafone live!, and on 13 November 2003, Swisscom Mobile launched this service in Switzerland. With the rebranding of J-Phone Vodafone to the single Vodafone brand on 1 October 2003, Vodafone Japan's J-Sky service, which had 12.6 million customers at 30 September 2003, has been rebranded as Vodafone live!. Business services Vodafone Mobile Connect Card, a high speed data card enabling customers to access their normal business applications when out of the office, is aimed at all business users, from large corporate customers to those in the small and medium sized enterprise sector, and is marketed and sold by the Group as well as partner channels for leading personal computer brands. By 30 September 2003, the Group had 127,000 active Vodafone Mobile Connect Card customers. An upgraded card, incorporating Wireless LAN technology, is expected to be launched by the beginning of 2004 and a 3G capable card in due course. On 1 August 2003, the Group and Verizon Wireless announced their intention to develop a dual branded 'Verizon Vodafone' laptop data card service. The data card will be based on the Vodafone Mobile Connect Card, which Verizon Wireless will develop and market under licence from Vodafone. The service will enable Verizon Wireless and Vodafone business customers to seamlessly access their e-mail, the Internet and corporate applications on their laptops within Vodafone's territories and Verizon Wireless' network in the US, with customers experiencing the same service environment when travelling abroad. During the period, the Group commenced rollout of Vodafone Wireless Office across its controlled networks. Vodafone Wireless Office is a single handset solution delivering all telephony needs, removing the need for fixed line phones. The service enables corporate customers to work away from the office, manage priority calls and utilise services such as SMS and Voicemail, creating opportunities to work more flexibly and improve productivity. On 3 November 2003, the Group announced the launch of its global Blackberry from Vodafone offering, which delivers phone, email, SMS, browser and organiser functions in a single mobile device. Brand The strength of the Vodafone brand continues to improve, with brand awareness and preference continuing to grow in countries where it has been launched. The Group's continued sponsorship of Manchester United Football Club and the Ferrari Formula 1 team, supported by individual sponsorship contracts and combined with the continued brand rollout and other marketing communications programmes, have significantly improved awareness and perception of the brand. Migration to the single Vodafone brand in the Group's subsidiary companies has been completed, with Vodafone Omnitel in Italy and J-Phone Vodafone in Japan migrating to the single brand in May 2003 and October 2003 respectively. A consistently implemented brand across the Group's markets greatly assisted the execution of the Vodafone live! campaign, with Vodafone live! itself contributing significantly to the brand in terms of brand equity and positioning. Partner Network Strategy The Group's Partner Network strategy is becoming increasingly successful in enabling the Group to implement its global services in new territories, extend its brand reach into new markets and create additional revenue without the need for equity investment. The Group now has Partner Network Agreements covering 10 countries, an increase of three countries from 31 March 2003. In the period, agreements have been signed with Og-Vodafone (formerly Islandssimi hf), in Iceland and Bite GSM in Lithuania. In addition, since 30 September 2003, an agreement has been signed with M1 in Singapore. Other business initiatives On 13 October 2003, the Group announced with Microsoft an intention to use mobile SIM based authentication and billing to help create open Web services standards that will enable new business opportunities for application developers and mobile network operators and deliver new integrated services for customers across fixed and mobile networks. On 22 October 2003, the Group announced a joint initiative with Oracle to offer enterprise customers integrated mobility solutions enabling mobile access to business systems. Group Technology and Business Integration Group Technology and Business Integration underpins the Group strategy by providing underlying terminal and platform technologies on a global basis. Technology A key focus of Group Technology activities in the current period has been the management and control of Group wide projects in relation to the continued rollout and enhancement of Vodafone live! and the Group's business offerings. This work spans the continued development of technical specifications, creation and management of global contracts with suppliers as well as testing of terminals. Together Vodafone live! and the Group's business offerings lay the foundations for the Group's next stage of growth, through creating demand for new data services. Both currently use 2.5G technology and will be upgraded in due course to 3G technology to enable faster download speeds and improved quality, which in turn will enhance customer experience and productivity. The Group expects to commence friendly user trials shortly and then to start offering some 3G-powered services around the beginning of the next financial year when the first commercially viable handsets are expected to become available. The Group currently anticipates significant volumes of commercially viable handsets to become available from the middle of the next financial year. Business Integration Following the successful Vodafone brand migration and the creation of Group wide product platforms such as Vodafone live! and Vodafone Mobile Connect Card, the Group is now entering the phase of creating Group wide business processes. The Group's business integration programme is named 'One Vodafone' and its focus is to further leverage the scale and scope of the Vodafone footprint. A first set of initiatives covering key areas of the business such as network development and operations, information technology and supply chain management is underway to identify business integration opportunities. In parallel, the development of future operating models for these areas should create the necessary structures for realising opportunities to build operational excellence across the Group. This programme should enable the Group to improve its time-to-market for new products and its strategic cost position. Corporate Social Responsibility The Group reports in detail on its approach to Corporate Social Responsibility ('CSR') through annual CSR reports. Reports for the years ending 31 March 2001, 2002 and 2003 are available through the Group's web-site www.vodafone.com. Since 1 April 2003, the Group's focus has been on strengthening its internal performance reporting on CSR as well as continuing to rollout a series of practical initiatives relating to environmental and social issues. The Group is moving forward as planned against the commitments set out in its 2003 CSR Report. Real progress is being made in a number of areas. This includes the launch of further handset recycling programmes and further development on working with key suppliers on environmental and social matters. The Group has launched new Foundations this financial year in Ireland and Hungary. Vodafone Greece has become the latest operating company to prepare a CSR report for its national market. The Group has retained its position in both the FTSE4Good and Dow Jones Sustainability indices. FINANCIAL UPDATE PROFIT AND LOSS ACCOUNT Total Group operating profit/loss Before goodwill amortisation and exceptional items, total Group operating profit increased 23% to £5,722 million in the six months ended 30 September 2003 from £4,640 million in the six months ended 30 September 2002. After goodwill amortisation and exceptional items, the Group reported a total operating loss of £1,578 million, compared with a loss of £2,197 million for the comparable period. The £619 million reduction in the total operating loss arose as a result of a £351 million credit in respect of exceptional items in the six months to September 2003 and a £1,082 million increase in operating profit before goodwill amortisation and exceptional items, partly offset by a £814 million increase in the goodwill amortisation charge. The charges for goodwill amortisation, which do not affect the cash flows of the Group or the ability of the Company to pay dividends, increased by 12% to £7,651 million, principally as a result of the impact of foreign exchange movements. Translating at prior year rates would have reduced reported growth in the goodwill amortisation charge to 3% which arose due to a full year's charge for prior year acquisitions and charges in respect of current year acquisitions. Exceptional items Exceptional operating income for the six months ended 30 September 2003 comprises £351 million of expected recoveries and provision releases in relation to a contribution tax levy on Vodafone Italy that is not now expected to be payable. There were no exceptional operating items for the six months ended 30 September 2002. Exceptional non-operating charges for the period of £58 million principally relate to a loss on disposal of the Japan Telecom fixed line operations, which has been partially offset by a profit on disposal of Grupo Iusacell. In the comparable period exceptional non-operating income of £267 million mainly represents a profit on disposal of fixed asset investments, principally relating to the disposal of the Group's interest in Bergemann GmbH. Interest Total Group net interest payable, including the Group's share of the net interest expense of joint ventures and associated undertakings, decreased from £390 million for the six months ended 30 September 2002 to £356 million for the six months ended 30 September 2003. The Group interest cost increased to £251 million from £239 million for the comparable period and was covered 27.4 times by operating cash flow plus dividends received from joint ventures and associated undertakings. The Group's share of the net interest expense of joint ventures and associated undertakings decreased from £151 million to £105 million, principally as a result of the sale of the Group's stake in Grupo Iusacell. Taxation The effective tax rate before goodwill amortisation and exceptional items for the period to 30 September 2003, which is based on the expected effective tax rate for the year ending 31 March 2004, was 30.9% compared to 35.5% for the year ended 31 March 2003. The rate has fallen due to further benefits arising out of the restructuring of the Group's Italian operations, a fall in the Group's weighted average tax rate, calculated by reference to local statutory taxation rates and accounting profits, the resolution of certain outstanding prior year issues and benefits from other tax incentives. These benefits outweighed the absence of the one-off benefit arising from the restructuring of the German group last year. Next year's effective tax rate is expected to be higher than this year's subject to the resolution of open issues and changes in tax legislation. Please see 'Forward-Looking Statements' on page 34. Earnings per share Earnings per share, before goodwill amortisation and exceptional items, increased 46% from 3.28p to 4.78p for the period to 30 September 2003. Basic loss per share, after goodwill amortisation and exceptional items, improved from a loss per share of 6.36p to a loss per share of 6.24p for the period to 30 September 2003. The loss per share of 6.24p includes a charge of 11.22p per share (30 September 2002: 10.03p per share) in relation to the amortisation of goodwill and a credit of 0.20p per share (30 September 2002: 0.39p per share) in relation to exceptional items. Dividends Vodafone Group Plc has historically paid dividends semi-annually, with the regular interim dividend in respect of the first six months of the financial year payable in February. The directors expect that the Company will continue to pay dividends semi-annually. In considering the level of dividends, the Board takes account of the outlook for earnings growth, operating cash flow generation, capital expenditure requirements, acquisitions and divestments, together with the possibilities for debt reductions and share repurchases. Accordingly, the directors have announced an interim dividend of 0.9535 pence per share, representing a 20% increase over last year's interim dividend. The Board expects progressively to increase the payout ratio in the future. The ex-dividend date is 26 November 2003 (25 November 2003 for ADR holders), the record date for the interim dividend is 28 November 2003 and the dividend is payable on 6 February 2004. Share repurchase The Board has reviewed the anticipated cash requirements and gearing of the Group. In order to provide increased cash returns to shareholders the directors have decided to introduce a share repurchase programme. £2.5 billion has been allocated to this programme. Shares will be purchased on market on the London Stock Exchange in accordance with shareholder approval obtained at this year's Annual General Meeting ('AGM') in July and which expires at the earlier of the conclusion of the Group's AGM in 2004 or 30 October 2004. The maximum share price payable for any shares will be no greater than 105% of the average of the middle market closing price of the Company's share price on the London Stock Exchange for the five business days immediately preceding the trade date on which any shares are purchased. Purchases will only be made if accretive to adjusted basic earnings per share. In line with the expected introduction of the Companies (Acquisition of Own Shares) (Treasury Shares) Regulations 2003 on 1 December 2003, it is anticipated that any shares repurchased after this date will be held in treasury. CASH FLOWS AND FUNDING The growth in operating profit before goodwill amortisation and exceptional items in the six month period ended 30 September 2003 increased operating cash flows by 7% over the comparable period to £6,081 million. During the six months ended 30 September 2003, the Group increased its operating free cash flow by 32% to £3,877 million and generated £4,641 million of free cash flow, as analysed below: Six months to 30 September 2003 2002 % change £m £m Net cash inflow from operating activities (Note 7) 6,081 5,676 7 Purchase of intangible fixed assets (2) (59) Purchase of tangible fixed assets (2,255) (2,705) Disposal of tangible fixed assets 53 35 ------- ------- Net capital expenditure on intangible and tangible fixed assets (2,204) (2,729) (19) ------- ------- Operating free cash flow 3,877 2,947 32 Dividends received from joint ventures and associated undertakings(1) 805 314 156 Taxation (283) (154) 84 Interest on group debt(2) 257 (211) Dividends from investments 25 19 Dividends paid to minority interests (40) (37) ------- ------- Net cash inflow/(outflow) for returns on investments and servicing of finance 242 (229) - ------- ------- Free cash flow 4,641 2,878 61 ======= ======= (1) Six months ended 30 September 2003 includes £324 million (2002: £250 million) from Verizon Wireless and £370 million (2002: £nil) from the Group's direct and indirect interests in Cegetel and SFR. (2) Six months ended 30 September 2003 includes £572 million (2002: £60 million) of cash receipts from the closure of financial instruments related to interest rate management activities, including those in connection with bond repurchases in subsidiaries. The Group also invested a net £997 million in merger and acquisition activities in the period and an analysis of the significant transactions is shown below: Impact on net debt £ million Significant stake increases in subsidiary companies: Vodafone Portugal from 94.4% to 100% including £0.3 billion to settle consideration payable in relation to the public offer in the previous financial year 410 Vodafone Netherlands from 97.2% to 99.8% 142 Other: The Singlepoint Group 417 Other acquisitions 133 Disposal of subsidiary and associated undertakings and trade investments (105) ------- 997 ======= Group consolidated net debt at 30 September 2003 decreased to £10,906 million, from £13,839 million at 31 March 2003, as a result of the significant level of free cash flow generated and after merger and acquisition activity, Group dividend payments of £612 million and £95 million of foreign exchange movements. This represented approximately 13% of the Group's market capitalisation at 30 September 2003 compared with 18% at 31 March 2003. A further analysis of net debt can be found in Note 8 of the interim results. The Group remains committed to maintaining a solid credit profile, as demonstrated by its stable single A credit ratings. On 21 August 2003, Standard & Poor's re-affirmed the Group's stable outlook and long term credit ratings at A and short term credit ratings at A1. On 7 March 2003, Moody's affirmed the Group's stable outlook and long term credit ratings at A2 and short term credit ratings at P1. Fitch affirmed Vodafone's stable outlook and long term credit ratings at A and short term credit ratings at F1 on 16 October 2002. The Group's credit ratings enable it to have access to a wide range of debt finance, including commercial paper, bonds and committed bank facilities. The Group currently has US and euro commercial paper programmes of US$15 billion and £5 billion, respectively, which are used to meet short-term liquidity requirements. The commercial paper facilities are supported by US$10.4 billion of committed bank facilities, which replace the Group's previous US$11.025 billion committed bank facility. The facilities are comprised of a US$5.5 billion Revolving Credit Facility, which matures in June 2004 but can be extended for one year, and a US$4.9 billion Revolving Credit Facility which matures in June 2006. As at 30 September 2003 no amounts had been drawn under either facility. The Group also has a JPY225 billion committed bank facility which was fully drawn on 30 September 2003 and matures in January 2007. At 30 September 2003, the Group had approximately £13.4 billion (pounds sterling equivalent) of capital market debt in issue, with maturity dates from October 2003 to January 2032 and £2.1 billion (pounds sterling equivalent) of term funding, including the JPY225 billion bank facility. SIGNIFICANT TRANSACTIONS The Group undertook the following significant transactions in the six months to 30 September 2003: Acquisitions The Group increased its interests in a number of subsidiary companies in the period. These were: % interest at % interest at 31 March 2003 30 September 2003 Vodafone Portugal 94.4 100.0 Vodafone Netherlands 97.2 99.8 Vodafone Greece 64.0 65.4 Vodafone Malta 80.0 100.0 Vodafone Albania 82.4 83.0 Vodafone Hungary 83.8 87.9 Vodafone Egypt 60.0 67.0 On 19 September 2003, the Company's £155 million cash offer for the UK service provider Project Telecom plc was declared unconditional. On 22 September 2003, the Group's wholly owned subsidiary, Vodafone UK, completed the acquisition of the Singlepoint Group for a cash consideration of £417 million. Disposals The Group completed the disposals of its interests in its Indian and Mexican associates, RPG Cellular and Grupo Iusacell, during the period. SUBSEQUENT EVENTS On 14 October 2003, the Group and Vivendi Universal ('Vivendi') announced a number of agreements in principle designed to further improve the performance of Cegetel Groupe ('Cegetel') and optimise the cash flows between Cegetel and its shareholders. These agreements cover: • increased co-operation in relation to the development and roll out of new products and services, including Vodafone live!, and operational synergies, including procurement; • the simplification of the legal structure of Cegetel; • the payment of quarterly dividends and the ability for Vivendi to access up to €250m through a cash pooling agreement as advances on quarterly dividends payable; and, • the merger of Cegetel's fixed line business with Telecom Developpement. On 14 November 2003 Japan Telecom Holdings Co., Ltd. completed the disposal of its fixed line business. This information is provided by RNS The company news service from the London Stock Exchange
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