Zegona announces that it has entered into binding agreements with Vodafone Europe B.V. (“Vodafone”) in relation to the acquisition of 100% of Vodafone Holdings Europe, S.L.U. (“Vodafone Spain”) for €5.0 billion (the “Acquisition”).
· Transaction values Vodafone Spain at an enterprise value of €5.0 billion, representing a multiple of 3.9x EBITDAaL
· Zegona will fund the Acquisition through a combination of new debt, Vodafone Financing and a new equity raise
o Zegona has entered into committed debt financing of €4.2 billion and a committed revolving credit facility of €0.5 billion. Post equity raise the new debt facility is anticipated to deliver a net debt position at Completion of €3.7 billion, representing 2.9x leverage 1
o Vodafone will provide up to €900 million financing 2
o Zegona equity raise of up to €600 million from third party investors to be executed before completion 3
· Vodafone Group plc will provide a brand licence agreement which permits Zegona to use the Vodafone brand in Spain for up to 10 years post completion. Vodafone and Zegona will enter into other transitional and long-term arrangements for services including access to procurement, IoT, mobile roaming and carrier services.
