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VODAFONE IDEA LIMITED Rs. 18,000 CRORE FURTHER PUBLIC OFFERINGTO OPEN ON THURSDAY APRIL 18, 2024

RHP Link:

https://www.myvi.in/content/dam/microsite/pdfs/fpo/VIL-Red-Herring-Prospectus.pdf

Mumbai, April 15, 2024: Vodafone Idea Limited (“Vi” or The “The Company”), shall open its Bid / Offer in relation to its Further Public Offering (“FPO”) of Equity Shares on Thursday, 18th April, 2024.

The Total Offer Size comprises of fresh issue of Equity Shares aggregating up to 1,80,000 million [ 18,000 crore]. (The “Fresh Issue”) (“The Total Issue Size”)

The Price Band of the Offer has been fixed at ₹ 10 to ₹ 11 Per Equity Share. Bids can be made for a minimum of 1,298 Equity Shares and in multiples of 1,298 Equity Shares thereafter. (The “Price Band”)

The Anchor Investor Bidding Date shall be Tuesday, 16th April, 2024. The Bid/Offer will open Thursday, 18th April, 2024 for subscription and close on Monday, 22nd April, 2024. (The “Bid / Offer Period”)

The Company proposes to utilize net proceeds from fresh issue of Equity Shares towards funding – (i) Purchase of equipment for the expansion of its network infrastructure amounting to Rs. 1,27,500 million [Rs. 12,750 crore] which includes (a) setting up new 4G sites; (b) expanding the capacity of existing 4G sites and new 4G sites and (c) setting up new 5G sites; (ii) Payment of certain deferred payments for spectrum to the DoT and the GST thereon amounting to Rs. 21,753.18 million [Rs. 2,175 crore]  and (v) balance amount for general corporate purposes.(The “Objects of the Offer”)

The Equity Shares offered through this Red Herring Prospectus dated April 11, 2024 are proposed to be listed on the Stock Exchanges. The Company has received ‘in-principle’ approvals from BSE Limited (“BSE”) and the National Stock Exchange of India Limited (“NSE”) for the listing of the Equity Shares pursuant to letters each dated April 8, 2024.

For the purposes of the Offer, NSE is the Designated Stock Exchange.

The Offer is being made through the fast track route in terms of Regulation 155 of the SEBI ICDR Regulations. The Offer is being made in accordance with Regulation 129(1) of the SEBI ICDR Regulations and through a book building process wherein not more than 50% of the Offer shall be allotted on a proportionate basis to Qualified Institutional Buyers (“QIBs”, and such portion, the “QIB Portion”). Our Company in consultation with the Book Running Lead Managers, may allocate up to 60% of the QIB Portion to Anchor Investors on a discretionary basis in accordance with the SEBI ICDR Regulations (“Anchor Investor Portion”), out of which at least one-third shall be reserved for allocation to domestic Mutual Funds only, subject to valid Bids being received from the domestic Mutual Funds at or above the Anchor Investor Allocation Price, in accordance with the SEBI ICDR Regulations. In the event of under-subscription, or non-allocation in the Anchor Investor Portion, the balance Equity Shares shall be added to the portion of the QIB Portion less the number of Equity Shares Allotted to the Anchor Investors (“Net QIB Portion”).

Further, 5% of the Net QIB Portion shall be available for allocation on a proportionate basis to Mutual Funds only, and the remainder of the QIB Portion shall be available for allocation on a proportionate basis to all QIB Bidders other than Anchor Investors, including Mutual Funds, subject to valid Bids being received from Mutual Funds at or above the Offer Price. However, if the aggregate demand from Mutual Funds is less than 5% of the Net QIB Portion, the balance Equity Shares available for allocation will be added to the remaining QIB Portion for proportionate allocation to QIBs.

Further, not less than 15% of the Offer shall be available for allocation to Non-Institutional Bidders, in accordance with Regulation 129(1) of the SEBI ICDR Regulations, out of which (a) one third of such portion shall be reserved for Bidders with Bids exceeding ₹0.20 million up to ₹1.00 million; and (b) two third of such portion shall be reserved for applicants with Bids exceeding ₹1.00 million, provided that the unsubscribed portion in either of such sub-categories may be allocated to applicants in the other sub-category of Non-Institutional Bidders in accordance with the SEBI ICDR Regulations, subject to valid Bids being received at or above the Offer Price. Further, not less than 35% of the Offer shall be available for allocation to Retail Individual Bidders (“RIBs”) in accordance with the SEBI ICDR Regulations, subject to valid Bids being received at or above the Offer Price.

All potential Bidders, other than Anchor Investors, are required to mandatorily utilize the Application Supported by Blocked Amount (“ASBA”) process by providing details of their respective bank account (including UPI ID in case of UPI Bidders) in which the corresponding Bid Amounts will be blocked by the SCSBs, or by the Sponsor Banks under the UPI Mechanism, as applicable to participate in the Offer. Anchor Investors are not permitted to participate in the Anchor Investor Portion through the ASBA process. For details, see “Offer Procedure” beginning on page 675.

Axis Capital Limited, Jefferies India Private Limited and SBI Capital Markets Limited are the Book Running Lead Managers.

All capitalised terms used herein but not defined shall have the same meaning as ascribed to them in the RHP.

Disclaimer:

Vodafone Idea Limited is proposing, subject to receipt of requisite approvals, market conditions and other considerations, to make a further public offer of its equity shares and has filed the red herring prospectus (“RHP”) with the Registrar of Companies, Gujarat, at Ahmedabad. The RHP is available on the website of the SEBI at www.sebi.gov.in, the website of the Company at www.myvi.in as well as on the websites of the book running lead managers Axis Capital Limited, Jefferies India Private Limited and SBI Capital Markets Limited at www.axiscapital.co.in, www.jefferies.com and www.sbicaps.com, respectively, the website of the BSE Limited at www.bseindia.com and the website of the National Stock Exchange of India Limited at www.nseindia.com. Investors should note that investment in equity shares involves a high degree of risk. For details, potential investors should refer to the RHP, including the section titled “Risk Factors” beginning on page 23 of the RHP.

These materials are not for publication or distribution, directly or indirectly, in or into the United States. These materials are not an offer for the sale of the Equity Shares or other securities in the United States or elsewhere. The Equity Shares referred to herein have not been and will not be registered under the U.S. Securities Act and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable state securities laws. No public offering of the Equity Shares or other securities is being made in the United States.

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