Vodafone Group Plc ("Vodafone") announces today its financing plans for the proposed acquisitions of interests in Cegetel Groupe S.A. ("Cegetel") including details of a new EUR3.5bn bank term loan which matures January 2006 (the "Facility") and which is available on completion of the acquisition.
On 16 October 2002, Vodafone and its wholly-owned subsidiary Vodafone AG announced an agreement to acquire BT Group plc's ("BT") and SBC Communications Inc.'s ("SBC") entire Cegetel interests for EUR6.3bn in cash, and a non-binding equivalent cash offer of EUR6.77bn for Vivendi Universal S.A.'s ("Vivendi") 44% interests in Cegetel.
The Facility, which has been underwritten by six Mandated Lead Arrangers and Joint Bookrunners comprising ABN AMRO, Bank of America, Barclays Capital, Citigroup, The Royal Bank of Scotland (the Agent) and WestLB, is available for drawing provided pre-emption rights which Vivendi has over BT's and SBC's Cegetel interests are either waived or expire and provided the total consideration due in respect of the acquisitions in Cegetel exceeds EUR5bn.
Syndication to Vodafone's core relationship banks and other selected banks is expected to commence in early November prior to the announcement of Vodafone's interim results on 12 November 2002.
The drawn margin on the Facility is linked to Vodafone's credit ratings over the term of the Facility. Fitch affirmed Vodafone's stable outlook and long term credit ratings at A and short term credit ratings at F1 on 16 October 2002. On 17 October 2002, Standard & Poor's affirmed Vodafone's stable outlook and long term credit ratings at A and short term credit ratings at A1 and Moody's, although changing Vodafone's outlook to negative, affirmed Vodafone's long term credit ratings at A2 and short term credit ratings at P1. Based on these current ratings, had Vodafone drawn on the Facility as of today, the interest on the Facility would have been EURIBOR plus 40 basis points.
If Vivendi does not exercise its pre-emption rights and accepts Vodafone's non-binding cash offer of EUR6.77bn for its 44% interest in Cegetel, Vodafone would pay EUR13.07bn in cash to increase its interest in Cegetel to 100%. In addition to the EUR3.5bn Facility, Vodafone currently has over EUR8 billion of cash available and, in the event it purchases all remaining interests in Cegetel, expects to raise further funding using its existing US dollar and Euro commercial paper programmes, which are supported by an undrawn USD11.025bn revolving credit facility. Vodafone currently has approximately EUR3bn of total commercial paper outstanding.
Vodafone does not need to raise funds in the bond markets to finance these acquisitions. On 18 October 2002, Vodafone cancelled USD174m of its USD1,750m February 2005 dollar bond that had previously been repurchased.
Notes to Editors
Vodafone's core relationship banks are the 35 participants of the existing USD11.025bn revolving credit facility.
For further information contact:
Tim Brown, Group Corporate Affairs Director
Melissa Stimpson, Director of Group Investor Relations
Bobby Leach, Head of Group Financial Media Relations
Darren Jones, Senior Investor Relations Manager
Tel: +44 (0) 1635 673310
Tavistock Communications
Lulu Bridges/John West
Tel: +44 (0) 20 7600 2288
press.office@vodafone.com
