Vodafone Group Plc announced invitations to holders of (a) its outstanding ?1,000,000,000 1.875 per cent. Notes due 11 September 2025 (ISIN: XS1109802568), (b) its outstanding ?1,000,000,000 1.125 per cent. Notes due 20 November 2025 (ISIN: XS1721423462) and (c) its outstanding ?1,750,000,000 2.200 per cent.

Notes due 25 August 2026 (ISIN: XS1372839214) (together, the Notes) to tender any and all of their Notes for purchase by the Company for cash (each such invitation, an Offer and together, the Offers). The Offers are being made on the terms and subject to the conditions (including, without limitation, the New Financing Condition (as defined below)) contained in the tender offer memorandum dated 25 June 2024 (the Tender Offer Memorandum) prepared by the Company in respect of the Offers, and are subject to the offer and distribution restrictions set out below and as more fully described in the Tender Offer Memorandum. Copies of the Tender Offer Memorandum are (subject to offer and distribution restrictions) available from the Tender Agent as set out below.

Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum. The purpose of the Offers, the Concurrent US Tender Offers (as defined below) and the proposed issuance of the New Shelf Notes (as defined below) is, among other things, to proactively manage the Company's outstanding debt portfolio. The Company intends to accept for purchase any and all Notes validly tendered pursuant to the relevant Offer in respect of the Notes on the terms and conditions contained in the Tender Offer Memorandum; however, until the Company announces the results of such Offer, no assurance can be given that any tenders will be accepted.

The acceptance of any Notes for purchase is at the sole and absolute discretion of the Company and the Company reserves the sole and absolute right not to accept any Notes for purchase. No scaling will be applied to Tender Instructions that are accepted pursuant to the Offers. The Company is 25 June 2024, announcing its intention to issue new U.S. dollar-denominated notes pursuant to a registration statement (File No.

333-273441) filed on Form F-3ASR with the United States Securities and Exchange Commission (the New Shelf Notes), subject to market conditions. Whether the Company will accept for purchase any Notes validly tendered in the Offers and complete the Offers or any of them is subject, without limitation, to the successful completion (in the sole and absolute discretion of the Company) of the issue of the New Shelf Notes (the New Financing Condition) unless such condition is waived in the sole and absolute discretion of the Company. Even if the New Financing Condition is satisfied, or waived (in the sole and absolute discretion of the Company), the Company is under no obligation to accept for purchase any Notes validly tendered pursuant to an Offer or the Offers.

The acceptance for purchase by the Company of Notes validly tendered pursuant to the Offers is at the sole and absolute discretion of the Company, and tenders may be rejected by the Company for any reason. In respect of each Series, the Company will, on the Settlement Date, for Notes of such Series validly tendered for purchase pursuant to an Offer and accepted for purchase by the Company, pay a purchase price for such Notes (each, a Purchase Price), which will be determined at or around 11.00 a.m. (London time) (the Pricing Time) on 3 July 2024 (the Pricing Date) in the manner described in the Tender Offer Memorandum, with reference to the applicable Purchase Yield, which shall in respect of each Series equal the sum of: the relevant fixed Purchase Spread; and (ii) the relevant Reference Rate. Each Purchase Price will be determined by the Dealer Managers (as defined below) in accordance with market convention and expressed as a percentage of each ?1,000 in nominal amount of Notes of the relevant Series accepted for purchase pursuant to the relevant Offer (rounded to the nearest 0.001 per cent., with 0.0005 per cent.

rounded upwards), and is intended to reflect a yield on the Settlement Date to the relevant maturity date of the relevant Series based on the applicable Purchase Yield. Specifically, the Purchase Price applicable to the Notes of a particular Series will equal (a) the value of all remaining payments of principal and interest on the relevant Series up to and including the relevant maturity date of the relevant Series, discounted to the Settlement Date at a discount rate equal to the applicable Purchase Yield, minus (b) any Accrued Interest for such Series. In addition to the relevant Purchase Price, the Company will also pay to holders of the Notes (whose Notes are accepted for purchase by the Company pursuant to the Offers) the relevant Accrued Interest Payment on the Settlement Date.

See the section headed Further Information and Terms and Conditions in the Tender Offer Memorandum. Each Offer begins on 25 June 2024 and will expire at 4.00 p.m. (London time) on 2 July 2024 (the Expiration Deadline), unless extended, re-opened, amended, withdrawn and/or terminated by the Company (in its sole and absolute discretion), as provided in the Tender Offer Memorandum. In order to participate in, and be eligible to receive the relevant Purchase Price and relevant Accrued Interest Payment pursuant to, the relevant Offer, Noteholders must validly tender their Notes by delivering, or arranging to have delivered on their behalf, a valid Tender Instruction that is received by the Tender Agent by the Expiration Deadline.

The deadlines set by any intermediary and each Clearing System for the submission of Tender Instructions will be earlier than the relevant deadline specified above. Tender Instructions will be irrevocable except in the limited circumstances described in the Tender Offer Memorandum. Tender Instructions must be submitted in respect of a principal amount of Notes of any Series of no less than ?100,000, and may, in each case, be submitted in integral multiples of ?1,000 in excess thereof.

The Company will reject any Tender Instructions which relate to a principal amount of Notes of any Series of less than ?100,000.