UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

Report of Foreign Private Issuer

 

Pursuant to Rules 13a-16 or 15d-16 under

the Securities Exchange Act of 1934

 

Dated November 23, 2015

 

Commission File Number: 001-10086

 

VODAFONE GROUP

PUBLIC LIMITED COMPANY

(Translation of registrant’s name into English)

 

VODAFONE HOUSE, THE CONNECTION, NEWBURY, BERKSHIRE RG14 2FN, ENGLAND

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

 

Form 20-F  x

Form 40-F  o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

 

       Yes  o

       No  x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-         

 

THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN EACH OF THE REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-190307), THE REGISTRATION STATEMENT ON FORM S-8 (FILE NO. 333-81825) AND THE REGISTRATION STATEMENT ON FORM S-8 (FILE NO. 333-149634) OF VODAFONE GROUP PUBLIC LIMITED COMPANY AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

 

 


 

CAPITALIZATION AND INDEBTEDNESS

 

The following table sets out our called up share capital and the borrowings and indebtedness of Vodafone Group Plc its consolidated subsidiaries and share of joint ventures, referred to as the “Group”, at September 30, 2015.

 

 

 

 

At September 30,

 

 

2015

 

 

£

 

 

(in millions)

Borrowings and Indebtedness

 

 

 

Short-term borrowing

 

13,155

 

Short-term derivative financial instruments *

 

176

 

Total short-term borrowings

 

13,331

 

 

 

 

 

Long-term borrowings

 

23,721

 

Long-term derivative financial instruments *

 

1,458

 

Total long-term borrowings

 

25,179

 

 

 

 

 

 

 

 

 

Total borrowings and indebtedness

 

38,510

 

 

 

 

 

Share Capital

 

 

 

Called up share capital (28,813,357,278 ordinary shares allotted, issued and fully paid)

 

3,792

 

Treasury shares held (2,261,724,686 shares)

 

(6,955

)

Additional paid-in capital

 

117,111

 

Retained losses

 

(53,295

)

Accumulated other recognised income and expense

 

2,457

 

Total non-controlling interests

 

1,429

 

 

 

 

 

Total equity and shareholders’ funds

 

64,539

 

 

 

 

 

Total Capitalization and Indebtedness

 

103,049

 

 

* Certain mark to market adjustments on financing instruments are included within derivative financial instruments, a component of trade and other payables

 

___________________

 

(1)

At September 30, 2015, the Group had contingent indebtedness relating to outstanding guarantees, performance bonds and other contingent indebtedness items totaling £3,533 million.

 

 

(2)

At September 30, 2015, the Group had cash and cash equivalents of £4,240 million, liquid investments primarily in index linked government bonds and a managed investment fund of £692 million and trade and other receivables which comprise certain mark to market adjustments on financing instruments of £4,655 million, giving total net borrowings and indebtedness of £28,923 million.

 

 

(3)

The Group’s outstanding euro commercial paper, reported within short term borrowings in the above table, increased by €1,899 million between September 30, 2015 and November 18, 2015.

 

 

(4)

On October 12, 2015, Vodafone Italy paid €228m to acquire spectrum.

 


 

(5)

On October 26, 2015, Vodafone Turkey paid €778m in relation to the settlement of spectrum which was announced by Vodafone via RNS on August 26, 2015.

 

 

(6)

On November 12, 2015, Vodafone Group Plc issued €750,000,000 of 0.875% notes with a maturity of November 17, 2020.

 

 

(7)

On November 19, 2015, Vodafone Group Plc issued $186,000,000 of 5.35% notes with a maturity of December 3, 2045.

 

 

(8)

On November 19, 2015, Vodafone Group Plc issued £600,000,000 of 0% non-dilutive equity linked instruments with a maturity of November 26, 2020.

 

 

(9)

On November 19, 2015, Vodafone Group Plc issued NOK850,000,000 of 3.215% notes with a maturity of November 27, 2025.

 

 

(10)

Other than the changes mentioned in the above footnotes and changes due to movements in foreign exchange rates, there has been no material change in the capitalization and indebtedness of the Group since September 30, 2015.

 


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorised.

 

 

 

VODAFONE GROUP

 

PUBLIC LIMITED COMPANY

 

(Registrant)

 

 

 

 

Dated: November 23, 2015

By:

/s/ Neil Garrod

 

Name:

Neil Garrod

 

Title:

Group Treasury Director