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
October 01, 2025
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 ✓ Form
40-F _
This
Report on Form 6-K contains a Stock Exchange Announcement dated 01
October 2025 entitled ‘Pro forma financials for
VodafoneThree’.
1 OCTOBER 2025
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Pro forma financials for VodafoneThree
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On 31 May 2025, Vodafone Group Plc ('Vodafone' or 'the
Group') completed the merger of Vodafone UK and Three
UK. The combined business, VodafoneThree, is 51% owned by Vodafone
and 49% by CK Hutchison Group Telecoms Holdings Limited ('CKHGT')
and its results have been consolidated by the Group from that
date.
To aid the comparison of VodafoneThree's FY26 results with prior
periods, unaudited pro forma financial information for FY25 is
provided below. This reflects 10 months of pro forma results from
the merged business and two months of Vodafone UK on a standalone
basis, reflecting that the merger completed part way through
Vodafone's current financial year. There will be no change to the
Group's statutory information for comparative periods, which will
remain as previously disclosed.
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VodafoneThree pro forma
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UK financial
results1
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Q12
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Q2
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H1
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Q3
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Q4
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H2
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FY25
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€m
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€m
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€m
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€m
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€m
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€m
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€m
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Total revenue
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1,937
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2,578
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4,515
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2,720
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2,501
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5,221
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9,736
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Service revenue
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1,624
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2,047
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3,671
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2,088
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2,039
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4,127
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7,798
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Adjusted EBITDAaL
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849
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1,007
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1,856
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Adjusted EBITDAaL margin
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18.8%
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19.3%
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19.1%
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Vodafone Group: Including VodafoneThree pro forma
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Vodafone
Groupfinancial results1
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Q12
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Q2
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H1
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Q3
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Q4
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H2
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FY25
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€m
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€m
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€m
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€m
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€m
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€m
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€m
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Total revenue
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9,284
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10,059
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19,343
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10,666
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10,106
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20,772
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40,115
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Service revenue
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7,660
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8,229
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15,889
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8,510
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8,270
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16,780
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32,669
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Adjusted EBITDAaL
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5,553
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5,677
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11,230
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Adjusted EBITDAaL margin
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28.7%
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27.3%
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28.0%
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1.
Unaudited pro forma results for the merged business have been
translated into euro at exchange rates used to prepare the Group's
FY25 Annual Report.
2.
Includes two months of Vodafone UK on a standalone basis and one
month of pro forma results from the merged VodafoneThree
business.
Adjusted EBITDAaL reconciliation
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FY25
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€m
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Vodafone UK standalone
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1,558
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Three UK standalone3
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640
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Reporting period adjustments4
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(106)
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Adjustments5
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(236)
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VodafoneThree
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1,856
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3.
EBITDA of £541 million as reported in Three UK's 2024
statutory results on a euro equivalent basis.
4.
Reflecting change in financial year (from January-December to
April-March) and the fact that Three UK will only be consolidated
for 10 months in FY26.
5.
Adjustments primarily relating to commission costs (previously
capitalised by Three UK) and lease and related interest costs that
are now included in Adjusted EBITDAaL.
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Notes
i.
The unaudited pro forma view of the Group's FY25 financial results
has been prepared for illustrative purposes only and shows a
hypothetical situation and, therefore, does not represent the
actual financial position or results of the Group if the merger of
Vodafone UK and Three UK had occurred on 31 May 2024. The unaudited
pro forma financial information reflects adjustments to present the
financial results of Three UK under Vodafone's accounting policies
and certain other pro forma adjustments. The unaudited pro forma
view of the FY25 financial results may not give a true picture of
our financial results nor is it indicative of the results that may,
or may not, be expected to be achieved in the future.
The unaudited pro forma view has not been prepared in accordance
with Regulation S-X under the United States Securities Exchange Act
of 1934, and accordingly should not be relied upon as if it had
been carried out in accordance with those
requirements.
- ends -
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For more information, please contact:
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Investor Relations:
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investors.vodafone.com
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Media Relations:
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Vodafone.com/media/contact
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Registered Office: Vodafone House, The Connection, Newbury,
Berkshire RG14 2FN, England. Registered in England No.
1833679
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About Vodafone
Vodafone is a leading European and African telecoms
company.
We serve over 355 million mobile and broadband customers, operating
networks in 15 countries with investments in a further five and
partners in over 40 more. Our undersea cables transport around a
sixth of the world's internet traffic, and we are developing a new
direct-to-mobile satellite communications service to connect areas
without coverage. Vodafone runs one of the world's largest IoT
platforms, with over 215 million IoT connections, and we provide
financial services to around 92 million customers across seven
African countries - managing more transactions than any other
provider.
From the seabed to the stars, Vodafone's purpose is to keep
everyone connected.
For more information, please visit www.vodafone.com follow
us on X at @VodafoneGroup or connect with us on LinkedIn
at www.linkedin.com/company/vodafone.
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.
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VODAFONE
GROUP
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PUBLIC
LIMITED COMPANY
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(Registrant)
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Date:
October 01, 2025
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By: /s/ M D B
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Name: Maaike de Bie
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Title: Group General Counsel and Company Secretary
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