Vodafone Group Plc has announced the pricing of its tender offer to purchase for cash any and all of its outstanding 4.125% Notes due May 2025. The offer is subject to the conditions in the offer to purchase dated June 25, 2024, and the accompanying notice of guaranteed delivery. The Any and All Purchase Price Consideration for the Any and All Notes is set at $989.84 per $1,000 in principal amount of the notes validly tendered and not validly withdrawn at or prior to the Any and All Expiration Time. The tender offer will expire at 5:00 p.m., New York City time, on July 2, 2024, and the Any and All Results Announcement Date is expected to be July 3, 2024.

The company closed the offering of $2,000,000,000 5.750% Notes due 2054 and $1,000,000,000 5.875% Notes due 2064 on June 28, 2024, and intends to use the cash proceeds from the issuance of the New Notes, together with existing cash balances, to fund the Any and All Tender Offer. The consummation of the Any and All Tender Offer and the Company's obligation to accept and pay for the Any and All Notes validly tendered (and not validly withdrawn) is subject to the satisfaction or waiver of certain conditions described in the Offer to Purchase, including the New Financing Condition.

In addition to the Any and All Purchase Price Consideration, Holders whose Any and All Notes are accepted for purchase will be paid the Accrued Interest thereon. Interest will cease to accrue on the Any and All Settlement Date for all Any and All Notes accepted in the Any and All Tender Offer. The Company reserves the right, subject to applicable law, to amend or waive any and all conditions to the Any and All Tender Offer. Holders are advised to check with any intermediary through which they hold Notes as to when such intermediary would need to receive instructions from a Holder in order to participate in, or revoke their instruction to participate in the Any and All Tender Offer before the deadlines specified.