OREANDA-NEWS. Vodafone Group Plc (“Vodafone”) announces that the aggregate number of Verizon common shares to be issued to shareholders as part consideration for the Verizon Wireless (“VZW”) Transaction will be 1,274,764,121, based on a 20 day volume weighted average trading price on the New York Stock Exchange of Verizon common shares for the period ending on 18 February 2014 of USD 47.1852. Eligible shareholders are therefore expected to receive 0.026 Verizon common shares for each Vodafone ordinary share under the Return of Value.
Vodafone further announces that the ratio on the basis of which Vodafone ordinary shares will be consolidated at 8.00 a.m. on 24 February 2014 will be 6 new ordinary shares for every existing 11 Vodafone ordinary shares. The consolidation ratio is based on a mid-market closing price of Vodafone ordinary shares of 223.975 pence, a mid-market closing price of Verizon common shares of USD 45.965 and a US dollar-sterling exchange rate of 1.6698, in each case on 18 February 2014.
As at the close of business on 18 February 2014, Vodafone's issued share capital consisted of 48,469,917,724 ordinary shares, excluding the 4,351,833,492 ordinary shares held in Treasury. To ensure that its share capital is divisible by the consolidation ratio, Vodafone intends to purchase 8 of its ordinary shares and cancel 3 of its shares held in Treasury later today. Once the share consolidation has been completed on 24 February 2014, Vodafone will have 28,811,864,298 new ordinary shares in issue (including ordinary shares held in Treasury).
By way of illustrative example only (and on the basis of the information provided above, as at the close of business on 18 February 2014), assuming that Court approval for the scheme of arrangement and associated reductions of capital of Vodafone is obtained on 21 February 2014, the Return of Value would be equivalent to 102 pence per Vodafone ordinary share, comprising 72 pence in Verizon common shares and 30 pence in cash.
Where shareholders are due to receive their cash in sterling or euro, the exact amount received will depend on the exchange rates obtained in the markets during the week commencing 24 February 2014.