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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Vodafone Group Plc | LSE:VOD | London | Ordinary Share | GB00BH4HKS39 | ORD USD0.20 20/21 |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| -1.84 | -2.66% | 67.28 | 67.26 | 67.30 | 69.52 | 67.08 | 69.18 | 59,542,233 | 15:27:38 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Radiotelephone Communication | 45.07B | 1.14B | 0.0447 | 15.11 | 17.63B |
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RNS Number:0569U
Vodafone Group PLC
14 November 2000
PART 2
CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE SIX MONTHS TO 30 SEPTEMBER 2000
Six months Six months Year
to to to
30 30 September 31 March
September 1999 2000
2000 #m #m
#m
Turnover
- Continuing operations* 3,208 3,194 7,873
- Acquisitions 3,811 - -
------- ------- -------
7,019 3,194 7,873
====== ====== ======
Operating profit/(loss)
- Continuing operations* 517 434 981
- Acquisitions (3,647) - -
------- ------- -------
(3,130) 434 981
Share of operating profit/(loss) in
joint ventures and
associated undertakings
- Continuing operations 56 (22) (185)
- Acquisitions (236) - -
------- ------- -------
Total Group operating (loss)/profit
(Note 2) (3,310) 412 796
Disposal of fixed asset investments 5 1 954
------- ------- -------
(Loss)/profit on ordinary activities
before interest (3,305) 413 1,750
Net interest payable
- Group (456) (119) (350)
- Joint ventures and associated
undertakings (141) (17) (51)
------- ------- -------
(Loss)/profit on ordinary activities
before taxation (3,902) 277 1,349
Tax on (loss)/profit on ordinary (581) (276) (685)
activities
------- ------- -------
(Loss)/profit on ordinary activities
after taxation (4,483) 1 664
Equity minority interests (150) (60) (137)
Non-equity minority interests (29) (13) (40)
------- ------- -------
(Loss)/profit for the financial (4,662) (72) 487
period
Equity dividends (423) (203) (620)
------- ------- -------
Retained loss for the Group and its
share of joint ventures
and associated undertakings (5,085) (275) (133)
====== ====== ======
Basic (loss)/earnings per share (7.85)p (0.31)p 1.80p
Diluted (loss)/earnings per share (7.85)p (0.31)p 1.78p
Adjusted basic earnings per share 1.70p 2.25p 4.71p
* The AirTouch US Cellular business is included within continuing
subsidiary operations in prior year comparatives, but not in the current
year. See Note 1 - Basis of Preparation.
CONSOLIDATED BALANCE SHEET
30 SEPTEMBER 2000
30 September 30 September 31 March
2000 1999 2000
#m #m #m
Fixed assets
Intangible assets 96,490 21,804 22,206
Tangible assets 7,767 5,267 6,307
Investments 32,494 21,412 122,338
Investments in joint ventures:
- Share of gross assets - 2,893 2,912
- Share of gross liabilities - (237) (241)
------- ------- -------
- 2,656 2,671
Investments in associated 31,416 18,470 17,979
undertakings
Other investments 1,078 286 101,688
------- ------- -------
136,751 48,483 150,851
------- ------- -------
Current assets
Stocks 378 125 190
Debtors 5,115 2,007 2,138
Investments 17,436 73 30
Cash at bank and in hand 1,133 42 159
------- ------- -------
24,062 2,247 2,517
Creditors: amounts falling due
within one year 8,466 7,700 4,441
------- ------- -------
Net current assets/(liabilities) 15,596 (5,453) (1,924)
------- ------- -------
Total assets less current
liabilities 152,347 43,030 148,927
Creditors: amounts falling due
after more than
one year 13,092 1,963 6,374
Provisions for liabilities and
charges 571 73 193
------- ------- -------
138,684 40,994 142,360
====== ====== ======
Capital and reserves
Called up share capital 3,804 1,901 3,797
Share premium account 39,772 37,058 39,577
Merger reserve 96,914 - 96,914
Other reserve 1,082 1,149 1,120
Profit and loss account (5,013) (549) (575)
------- ------- -------
Total equity shareholders' funds 136,559 39,559 140,833
Equity minority interests 1,043 475 523
Non-equity minority interests 1,082 960 1,004
------- ------- -------
138,684 40,994 142,360
====== ====== ======
CONSOLIDATED CASH FLOW
FOR THE SIX MONTHS TO 30 SEPTEMBER 2000
Six months Six months Year
to to to
30 September 30 September 31 March
2000 1999 2000
#m #m #m
Net cash inflow from operating
activities 1,888 966 2,510
Dividends received from associated
undertakings 138 36 236
Net cash outflow for returns on
investments and
servicing of finance (646) (116) (406)
Taxation (829) (50) (325)
Net cash outflow for capital
expenditure and
financial investment (12,915) (714) (756)
Net cash inflow/(outflow) for
acquisitions and disposals 19,395 (3,966) (4,756)
Equity dividends paid (391) (74) (221)
------- ------- -------
Cash inflow/(outflow) before
management of liquid
resources and financing 6,640 (3,918) (3,718)
Management of liquid resources 24 (75) (33)
Net cash (outflow)/inflow from
financing (5,697) 4,032 3,867
------- ------- -------
Increase in cash in the period 967 39 116
====== ====== ======
Reconciliation of net cash flow to
movement in net debt
Increase in cash in the period 967 39 116
Cash outflow/(inflow) from debt 5,757 (3,784) (3,468)
Cash (inflow)/outflow from
liquid resources (24) 75 33
------- ------- -------
Decrease/(increase) in net debt
resulting from cash
Flows 6,700 (3,670) (3,319)
Debt acquired on acquisition of
subsidiaries (13,106) (1,684) (2,133)
Translation difference (131) 178 316
Other movements 2 (11) 1
------- ------- -------
Increase in net debt in the period (6,535) (5,187) (5,135)
Opening net debt (6,643) (1,508) (1,508)
Closing net debt (13,178) (6,695) (6,643)
CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
FOR THE SIX MONTHS TO 30 SEPTEMBER 2000
Six months Six months to Year to
to 30 September 31 March
30 September 1999 2000
2000 #m #m
#m
(Loss)/profit for the financial (4,662) (72) 487
period
Currency translation 582 (880) (1,130)
------- ------- -------
Total recognised gains and losses
for the period (4,080) (952) (643)
====== ====== ======
MOVEMENTS IN EQUITY SHAREHOLDERS' FUNDS
FOR THE SIX MONTHS TO 30 SEPTEMBER 2000
(Loss)/profit for the financial
period (4,662) (72) 487
Equity dividends (423) (203) (620)
------- ------- -------
(5,085) (275) (133)
Currency translation 582 (880) (1,130)
New share capital subscribed 202 38,708 140,037
Scrip dividends 26 26 81
Goodwill transferred to the
profit and loss account in
respect of business disposals 1 - 18
Unvested option consideration - 1,165 1,165
Other - - (20)
------- ------- -------
Net movement in equity
shareholders' funds (4,274) 38,744 140,018
Opening equity shareholders' funds 140,833 815 815
------- ------- -------
Closing equity shareholders' funds 136,559 39,559 140,833
====== ====== ======
NOTES TO THE INTERIM RESULTS
FOR THE SIX MONTHS TO 30 SEPTEMBER 2000
1 Basis of preparation
The unaudited interim results have been prepared on a basis consistent
with the accounting policies set out on pages 32 and 33 of Vodafone Group
Plc's Annual Report & Accounts for the year ended 31 March 2000. The
interim results should therefore be read in conjunction with the 2000
Annual Report & Accounts.
The interim results for the six months to 30 September 2000, which were
approved by the Board of Directors on 14 November 2000, do not comprise
statutory accounts within the meaning of section 240 of the Companies Act
1985. Full accounts for the year ended 31 March 2000, incorporating an
unqualified auditors' report, have been filed with the Registrar of
Companies.
On 3 April 2000 Vodafone contributed its US wireless and paging assets
into a new joint venture company, Verizon Wireless, in which Vodafone had
a 65.1% ownership interest. Following completion of the Bell
Atlantic/GTE merger to form Verizon Communications, GTE's US wireless
assets were contributed to Verizon Wireless on 10 July 2000 and Vodafone
Group's ownership interest reduced to 45%.
Prior to the formation of Verizon Wireless, the turnover and operating
results of Vodafone Group's US wireless and paging operations were
consolidated within Group operating profit from continuing operations.
From 3 April 2000, Vodafone Group has equity accounted for its interest
in the operating results of Verizon Wireless, which is included in the
Group's share of the operating profit of joint ventures and associated
undertakings from continuing operations. The turnover and operating loss
(after goodwill amortisation) of Vodafone Group's US businesses for the
six month period to 30 September 1999 were #822m and #34m, respectively,
and for the year ended 31 March 2000 were #2,585m and #100m,
respectively. The assets of the US businesses contributed to the Verizon
Wireless joint venture have been treated as having been disposed, and
Vodafone Group's interest in the new venture is included within fixed
asset investments.
On 12 April 2000, Vodafone Group received clearance from the European
Commission for the acquisition of Mannesmann AG. Vodafone Group has
accounted for the transaction as an acquisition under UK GAAP in
accordance with Financial Reporting Standard 6, "Acquisitions and
Mergers". Turnover and operating loss from acquisitions excludes the
results of the acquired Mannesmann operations that have been sold during
the period, or are held for resale at 30 September 2000. These excluded
operations include Atecs Mannesmann, Mannesmann's watches and tubes
businesses, Orange, Infostrada, tele.ring and Ipulsys. Businesses held
for resale at 30 September 2000 are included in the balance sheet within
current asset investments.
On 27 July 2000, Vodafone AirTouch Plc was renamed Vodafone Group Plc.
2 Segmental analysis
The Group's business is principally the supply of mobile
telecommunications services and products. Other operations are primarily
fixed line telecommunications businesses acquired as part of the
acquisition of Mannesmann AG. Analysis of turnover and total Group
operating profit by geographical region and class of business is set out
below.
Six months to Six months to Year to
30 September 30 September 31 March
2000 1999 2000
#m #m #m
Turnover
Mobile telecommunications:
Continental Europe 4,423 766 1,705
United Kingdom 1,655 1,313 2,901
United States 3 822 2,585
Asia Pacific 341 257 565
Middle East and Africa 147 36 117
------- ------- -------
6,569 3,194 7,873
Other operations:
Continental Europe 450 - -
------- ------- -------
7,019 3,194 7,873
====== ====== ======
Total Group operating
profit/(loss)
(before goodwill and
exceptional items)
Mobile telecommunications:
Continental Europe 1,362 382 955
United Kingdom 361 343 706
United States 584 196 541
Asia Pacific 122 41 188
Middle East and Africa 99 53 148
------- ------- -------
2,528 1,015 2,538
Other operations:
Continental Europe (108) - -
------- ------- -------
2,420 1,015 2,538
Subsidiary undertakings 1,466 718 1,685
Share of joint ventures and
associated undertakings 954 297 853
Amortisation of goodwill (5,593) (574) (1,712)
Exceptional reorganisation
costs (137) (29) (30)
------- ------- -------
Total Group operating
(loss)/profit (3,310) 412 796
====== ====== ======
3 Taxation
Six months to Six months to Year to
30 September 30 September 31 March
2000 1999 2000
#m #m #m
United Kingdom taxation 62 76 128
------- ------- -------
International taxation:
Subsidiary undertakings 352 125 366
Share of joint ventures and
associated undertakings 167 75 191
------- ------- -------
519 200 557
------- ------- -------
581 276 685
====== ====== =====
4 Equity dividends
An interim dividend of 0.688p (1999 - 0.655p) per share will be paid on 9
February 2001 to shareholders on the register of members on 24 November
2000.
Shareholders may take a scrip dividend alternative to the cash dividend
in accordance with the rules of Vodafone Group Plc's Scrip Dividend
Scheme. The ex-dividend date is 20 November 2000 and the last date for
elections or variations to mandates under the Scrip Dividend Scheme is 9
January 2001.
5 Earnings per share
Six months Six months to Year to
to 30 September 31 March
30 September 1999 2000
2000 #m #m
#m
(Loss)/earnings for basic
(loss)/earnings
per share (4,662) (72) 487
Amortisation of goodwill 5,593 574 1,712
Exceptional reorganisation
costs,
net of
attributable taxation 82 18 19
Disposals of fixed asset
investments, net
of attributable taxation (5) (1) (954)
Exceptional finance costs, net
of
attributable
taxation - - 12
------- ------- -------
Earnings for adjusted earnings
per share 1,008 519 1,276
====== ====== ======
Weighted average number of shares (millions):
Basic and adjusted 59,362 23,096 27,100
6 Reconciliation of operating (loss)/profit to net cash inflow from
operating activities
Six months Six months to Year to
to 30 September 31 March
30 September 1999 2000
2000 #m #m
#m
Operating (loss)/profit (3,130) 434 981
Depreciation and amortisation 5,242 541 1,432
Increase in stocks (110) (5) (65)
Increase in debtors (371) (201) (271)
Increase in creditors 257 197 433
------- ------- -------
1,888 966 2,510
====== ====== ======
7 Net cash outflow for capital expenditure and financial
investment
Six months Six months to Year to
to 30 September 31 March
30 September 1999 2000
2000 #m #m
#m
Purchase of intangible fixed
assets (11,470) (62) (185)
Purchase of tangible fixed assets (1,348) (644) (1,848)
Purchase of investments (189) (16) (17)
Disposal of interests in
tangible fixed assets 179 3 294
Disposal of investments 485 4 991
Loans to acquired businesses (909) - -
Loans repaid by acquired
businesses 337 - -
Loans repaid by associated
undertakings - 1 9
------- ------- -------
(12,915) (714) (756)
====== ====== ======
8 Net cash inflow/(outflow) for acquisitions and disposals
Six months Six months to Year to
to 30 September 31 March
30 September 1999 2000
2000 #m #m
#m
Purchase of subsidiary (86) (3,493) (4,062)
undertakings
Net cash/(overdrafts) acquired
with subsidiary undertakings 580 (1) 4
Proceeds on formation of joint 2,544 - -
venture
Purchase of interests in
associated undertakings (35) (479) (717)
Purchase of customer bases (15) (2) (9)
Disposal of interests in joint
ventures and associated 1,483 9 28
undertakings
Disposal of interests in
acquired businesses 14,924 - -
------- ------- -------
19,395 (3,966) (4,756)
====== ====== ======
9 Analysis of net debt
Other
Acquisi- non-cash
At 1 tions changes & At 30
April Cash (excluding exchange September
2000 flow cash & movements 2000
#m #m overdrafts) #m #m
#m
Liquid resources 30 (24) - 6 12
------- ------ ------- ------ ------
Cash at bank and in hand 159 970 - 4 1,133
Bank overdrafts (43) (3) - (4) (50)
------- ------ ------- ------ ------
116 967 - - 1,083
------- ------ ------- ------ ------
Debt due within one year
(other than bank (751) 6,489 (6,947) (38) (1,247)
overdrafts)
Debt due after one year (6,038) (732) (6,159) (97) (13,026)
------- ------ ------- ------ ------
(6,789) 5,757 (13,106) (135) (14,273)
------- ------ ------- ------ ------
(6,643) 6,700 (13,106) (129) (13,178)
====== ===== ====== ====== ======
Included within net debt are bond issues with a maturity profile as
follows:
#m
Maturing in:
One year or less 1,177
More than one year but not more than two 3,252
years
More than two years but not more than five 3,505
years
More than five years 5,784
--------
13,718
========
10 Summary of differences between UK and US GAAP
The interim results have been prepared in accordance with UK generally
accepted accounting principles ("UK GAAP"), which differ in certain
significant respects from US GAAP. A description of the relevant
accounting principles which differ materially is given on page 59 of
Vodafone Group Plc's Annual Report & Accounts for the year ended 31 March
2000. The effects of these differing accounting principles are as
follows:
Six months Six months to Year to
to 30 September 31 March
30 September 1999 2000
2000 #m #m
#m
UK GAAP net (loss)/income (4,662) (72) 487
Items (increasing)/decreasing net
loss:
Goodwill amortisation (2,334) (158) (425)
Reorganisation costs 17 25 25
Profit on disposal of fixed
asset investments - - 1
Income taxes 2,203 173 439
Minority interests 22 11 35
Other (3) (3) (9)
------- ------- ------
Net (loss)/income in accordance
with US GAAP (4,757) (24) 553
====== ======= =======
US GAAP basic (loss)/earnings
per ordinary share (8.01)p (0.10)p 2.04p
11 Pro forma proportionate information
The tables of unaudited pro forma customer and financial information on
pages 27 and 28 are presented on a proportionate basis. The basis of
preparation of pro forma information is given below. Proportionate
presentation is not required by UK GAAP and is not intended to replace
the consolidated financial statements prepared in accordance with UK
GAAP. However, since significant entities in which the Group has an
interest are not consolidated, proportionate information is provided as
supplemental data to facilitate a more detailed understanding and
assessment of the consolidated financial statements prepared in
accordance with UK GAAP. Proportionate customer information is presented
for the Group's mobile telecommunications businesses only.
UK GAAP requires consolidation of entities controlled by the Group and
the equity method of accounting for entities in which the Group has
significant influence but not a controlling interest. Proportionate
presentation is a pro rata consolidation, which reflects the Group's
share of turnover and expenses in both its consolidated and
unconsolidated entities. Proportionate results are calculated by
multiplying the Group's ownership interest in each entity by each
entity's results.
11 Pro forma proportionate information (continued)
Proportionate information includes results from the Group's equity
accounted investments and investments held at cost. The Group does not
have control over the turnover, expenses or cash flow of these
investments and is only entitled to cash from dividends received from
these entities. The Group does not own the underlying assets of these
investments.
Basis of preparation of unaudited pro forma information
Pro forma financial information for the six months ended 30 September
1999 and the year ended 31 March 2000 has been derived from the unaudited
and audited consolidated financial statements of the Group for the
relevant periods, the unaudited financial results of AirTouch
Communications, Inc., for the three month period ended 30 June 1999 and
the unaudited financial results of Mannesmann AG for the year ended 31
March 2000. The financial results of Mannesmann for the relevant periods
have been adjusted to exclude the results of businesses sold or held for
resale at 30 September 2000. The financial statements of AirTouch and
Mannesmann, previously prepared under US GAAP and German GAAP,
respectively, have been adjusted to conform materially with Vodafone
Group's accounting policies under UK GAAP.
The pro forma adjustments for the six month period ended 30 September
1999 and the year ended 31 March 2000 have been determined as if the
merger with AirTouch Communications, Inc., and the acquisition of
Mannesmann AG took place on 1 April 1999.
Pro forma financial information for the six months ended 30 September
2000 has been derived from the Group's unaudited consolidated financial
results for that period and the unaudited financial results of Mannesmann
AG, excluding the results of businesses sold or held for resale at 30
September 2000, for the period from 1 April 2000 to 12 April 2000.
Pro forma adjustments include assumptions made by Vodafone Group's
management that it believes to be reasonable. The unaudited pro forma
financial information does not take into account any synergies, including
cost savings, or any severance and restructuring costs, which may or are
expected to occur as a result of the merger with AirTouch or the
acquisition of Mannesmann, except insofar as such costs and savings have
been included in the financial statements of the Vodafone Group for each
of the periods presented.
Pro forma proportionate customer At At At
information (thousands)* 30 September 30 September 31 March
2000 1999 2000
Continental Europe 37,426 21,958 28,632
United Kingdom 10,240 6,865 8,791
United States 11,212 9,138 10,553
Asia Pacific 4,904 3,421 4,133
Middle East and Africa 1,711 916 1,218
------- ------- -------
65,493 42,298 53,327
======= ======= =======
* Proportionate customer information is presented for the Group's
mobile telecommunications businesses only, excluding paging customers.
Pro forma proportionate financial Six months Six months to Year to
information to 30 September 31 March
30 September 1999 2000
2000 #m #m
#m
Pro forma proportionate turnover
Mobile telecommunications:
Continental Europe 4,647 3,819 8,063
United Kingdom 1,662 1,350 2,945
United States 2,414 1,751 3,650
Asia Pacific 1,234 582 1,537
Middle East and Africa 213 178 395
------- ------- -------
10,170 7,680 16,590
Other operations:
Continental Europe 372 407 825
------- ------ -------
10,542 8,087 17,415
====== ====== ======
Pro forma proportionate EBITDA**
Mobile telecommunications:
Continental Europe 1,587 1,445 2,906
United Kingdom 495 448 934
United States 815 576 1,145
Asia Pacific 285 125 377
Middle East and Africa 100 63 142
------- ------- -------
3,282 2,657 5,504
Other operations:
Continental Europe 6 6 17
------- ------- -------
Pro forma proportionate EBITDA** 3,288 2,663 5,521
Less: depreciation and
amortisation, (1,078) (831) (1,715)
excluding goodwill
------- ------- ------
Mobile telecommunications 2,302 1,928 3,977
Other operations (92) (96) (171)
Pro forma proportionate total
Group
operating
profit before goodwill and
exceptional items 2,210 1,832 3,806
======= ======= =======
** Proportionate EBITDA (earnings before interest, tax, depreciation
and amortisation) is defined as operating profit before exceptional
reorganisation costs plus depreciation and amortisation of subsidiary
undertakings, joint ventures, associated undertakings and investments,
proportionate to equity stakes. Proportionate EBITDA represents the
Group's ownership interests in the respective entities' EBITDA. As
such, proportionate EBITDA does not represent EBITDA available to the
Group.
12 Other information
The Interim Report will be sent to shareholders and copies will be
available to the public, on request, from the Company's Registered Office
at The Courtyard, 2-4 London Road, Newbury, Berkshire, RG14 1JX. The
Group currently anticipates announcing its preliminary results for the
year ending 31 March 2001 in May 2001.
For further information contact:-
Terry Barwick, Director of Corporate Affairs
Tim Brown, Director of Investor Relations
Melissa Stimpson, Senior Investor Relations Manager
Mike Caldwell, Director of Corporate Communications
Tel: +44 (0) 1635 33251
Lulu Bridges/Peter Willetts
Tavistock Communications
Tel: +44 (0) 207 600 2288
Statements in this document relating to future status or circumstances,
including statements regarding future performance, costs, revenues, cash
flows, earnings, acquisitions, divestments, growth, market share,
wireless penetration rates, growth in internet use and other trend
projections and the synergistic benefits of the merger with AirTouch, the
acquisition of Mannesmann and the creation of Verizon Wireless, are
forward-looking statements. These statements may generally, but not
always, be identified by the use of words such as "anticipates", "may",
"should", "expects", "estimates", "believes" or similar expressions. 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
can be no assurance that actual results will not differ materially from
those expressed or implied by these forward-looking statements due to
many factors, many of which are outside Vodafone Group's control,
including the ability to obtain regulatory approvals (including the award
of new licences and in connection with pending acquisitions and
dispositions) without onerous conditions, the risk of negative impacts on
Vodafone Group's credit ratings, the ability to achieve anticipated cost
savings or revenue enhancements in connection with the merger with
AirTouch, the acquisition of Mannesmann and the creation of Verizon
Wireless, general economic conditions, changes in exchange rates,
competition, technical difficulties and the need for increased capital
expenditure (such as that resulting from increased demand for usage, new
business opportunities, new licences and deployment of new technologies)
and the ability to realise benefits from entering into partnerships for
developing data and internet services.
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