165 Vodafone Group Plc Annual Report 2024 165
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Vodafone Group Plc Annual Report 2024
Segment analysis of discontinued operations Vodafone Spain The results of discontinued operations in Spain are detailed below.
2024 €m
2023 €m
2022 €m
Revenue Cost of sales Gross profit
3,773 (2,593) 1,180 (259) (435) (120)
3,675 (2,959) 716 (314) (575) (35) (122) (330) 16 (26) (340) (340) –
3,960 (3,105) 855 (328) (772) (115) (360)
Selling and distribution expenses Administrative expenses Net credit losses on financial assets Other expense Operating profit/(loss) Investment income Financing costs Profit/(loss) before taxation Income tax credit
–
– 2
366 29 339 340 1
(56)
(23) (381) (352) 29
Profit/(loss) after tax of discontinued operations After tax loss on the re-measurement of disposal group Loss for the financial year from discontinued operations
(345)
–
–
(5)
(340)
(352)
Total comprehensive expense for the financial year from discontinued operations Attributable to owners of the parent (352) The consideration for Vodafone Spain is comprised of €4.1 billion cash to be paid on completion and non-cash consideration with a nominal value of €0.9 billion. The non-cash consideration comprises Redeemable Preference Shares (‘RPS’) which will be issued to Vodafone by a newly created entity, which will subscribe for new ordinary shares in Zegona for an amount, based on the issue price for Zegona's equity raise, that is equivalent to the amount of RPS being subscribed for by Vodafone. The RPS will be redeemed 6 years after completion, or earlier following a material liquidity event or exit for Zegona that releases funds to its shareholders. A proportion of the consideration is related to future services to be provided by the Group to Zegona. For the year ended 31 March 2024, the Group recorded a non-cash charge of €345 million (pre and post-tax), included in discontinued operations, as a result of the re-measurement of Vodafone Spain to its fair value less costs to sell. The charge mostly results from the non-recognition of €538 million (pre and post-tax) depreciation and amortisation of non-current assets from the date Vodafone Spain was classified as held for sale. (5) (340) The fair value of the Group’s equity interest at 31 March 2024 was determined with reference to the consideration expected from the agreed sale to Zegona less adjustments for estimated completion adjustments, consideration for future services to be received by Zegona from the Group and the elimination of intercompany debt. This approach was considered to result in a level 2 valuation in accordance with IFRS 13 as certain estimated completion adjustments and the fair value of the non-cash consideration, are not observable.
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