Earnings Labs

Vodafone Group Public Limited Company (VOD)

Q2 2019 Earnings Call· Wed, Nov 14, 2018

$15.50

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Transcript

Nick Read

Management

Well, good morning. Thank you for joining us. This presentation will be a little bit longer than normal, because we're also in top of the results go through a sort of strategic update. Hopefully, you find it informative and worth the slight extra time. So if I turn to a quick summary of the results. Firstly, I'd say that in most markets, we had a good performance. Clearly, we had a challenging situation in both Italy and Spain. We've taken decisive action and I'll be talking about that a little bit more detail. We remain on track in terms of our financial plan. So we narrowed that guidance down to 3% growth year-over-year and slightly uplifted our free cash flow from the €5.2 billion to the €5.4 billion. If I stand back and just sort of say we've done a lot of work in terms of portfolio transformation, and I think it's this moment that we have to be different as a business, have a different lens, a different focus going forward. And there are three things that I really wanted to draw out for you. The first is post the Liberty Global transaction we are effectively strategically resolved on our footprint. And so now, we really need to focus on operational execution excellence and organic growth going forward. And that will support a more consistent commercial performance execution in our countries. The second area is we're going to radically simplify Vodafone, our price plans, our products and services, our internal processes going forward. And importantly, we're going to reduce down the number of initiatives that we're working on as a company and get really focused on the key value drivers for the business, which I'm going to expand upon. And then finally, we want to be open to more…

Margherita Della Valle

Management

Thank you, Nick, and good morning, everyone. I'm afraid I was told the CFO has to stick to the script, so you will see me here very precise. But before we dive into our numbers for half one, as incoming CFO, I would like to highlight three things that are really important to me. First, transforming their group's operating model and fundamentally reshaping our cost base by accelerating the move to digital. In the digital world, speed and ambition are critical. If we wait for the perfect solution, I think we could be too late. I also see very significant opportunities to leverage group scale. Second, maintaining strong capital discipline and improving our return on capital. I will allocate capital to the highest return opportunities in our business, which will effectively mean de-prioritizing other areas to improve the utilization of our assets, especially our NGN networks, and to ensure that we execute on the sizable cost and CapEx synergies from the acquisitions that we have announced. Third, I think that it's very important that we maintain robust investment-grade balance sheet. This means preserving the headroom and flexibility that we're currently enjoying with our existing credit rating and driving deleveraging over the medium term. I intend to report over these three priorities on a regular basis. Now turning on to Slide 12. The first thing to note is that all figures presented here are on an IAS 18 basis to have comparability with prior periods. I will focus on the underlying trends though, which exclude the distortions created by UK handset financing, the benefit from the UK settlements in our fund last year and FX movement. IFRS 15 statutory numbers are provided in full detail in the press release, but these are not comparable with prior year IAS 18 numbers. Service…

Nick Read

Operator

Wonderful. So let me take the opportunity just to have a small section on strategy going forward. Obviously, Margherita talked about two of the key important levers. I want to talk about the other three. Just before I do that, I think in the spirit of simplification, this is our strategy on a page. Some people have said, yeah, Vodafone has a complex strategy. We have distilled it down to what really matters. It starts with purpose. A lot of people think our purpose and mission is a bit soft. Let me say why purpose is important, it's because the two reasons. I feel employees, especially today, want to feel part of an organization that is positively contributing to society. That if you're going to recruit, retain top talent and willful talent and win those people in the marketplace, I think they need to feel part of an organization that we want to be part of the organization that delivers for society. And then secondly, when we're engaging with regulators, governments, politicians, society in general, I think we've got to be constantly demonstrating that we are contributing as a force for good whether it's investments, whether it's jobs, whether it's policymaking. And you will see that from Vodafone going forward. I'm going to talk about the customer engagement and the three segments in a bit more detail in this presentation, but I just wanted to emphasize the importance of scaled platforms. We have some really big platforms in our business that I think there's an opportunity to develop a more compelling road map going forward, and importantly, partner with others to develop that road map. And I think that can be a real differentiator for us going forward in a number of areas. And you see here IoT TV platform.…

Q - Unidentified Analyst

Analyst

So I'm sorry.

Nick Read

Operator

I'm sorry. Go ahead.

Unidentified Analyst

Analyst

[Paul] [ph] from JPMorgan. Two questions, please. Nick, at the beginning, you talked about as one of the key pillars, the focus on more consistent commercial execution. I guess, just keen to understand kind of the thought process behind that, I guess the inference being probably you haven't felt there has been that consistency. So maybe you can talk about why you think that is? What sort of markets you feel you haven't maybe had the performance you would have liked? And what do you think that's a function of? Is it the debate around the group being a very big group and maybe it will be benefiting from reducing some of the non-core markets? Is it about changing strategy compensation structure? Just any sort of color around that will be really interesting. And then the second one is really about the outlook from here. You've talked about the divergence between the non-Spain and Italy markets, which are doing, obviously, very impressive EBITDA growth, 11%. And then Spain and Italy that are obviously in a transition phase. Italy's due to Iliad. And it sounds like from what you said, things have already bottomed. How do you feel about Spain? And I guess, what do you think you need to do in terms of the next steps? Where are we? And when do you think roughly we get to the bottom?

Nick Read

Operator

Okay, so multipart question. What I'd say is Margherita may cover Spain outlook. Just in terms of improved commercial performance. Look, I put it down to a couple of factors. I think Vodafone maybe have been trying to lead the industry into a nice rational space, improving returns. Maybe we were doing more of the heavy lifting than others in the marketplace and that we were getting undermined. Let's say, tactically - not strategically, but tactically undermined on that. I think we have to compete. That doesn't mean that we're driving down prices. But I don't think we always should we doing the heavy lifting, if you like, to improve market conditions. I would say secondly, look at it that we view the markets like a high tier, mid, low. I mean, I was going through as an example in Spain. I think, we need to compete at all three. There was a moment, when we came out of wholesale and we didn't replace Vodafone in that segment, so if you like, Vodafone was never in the lower end. But when we came out of wholesale, we weren't really getting economics from that part. So the question is, do you do it by a second brand, do you do it by product extension? There's lots of different ways to do it. You don't have to go back into wholesale. But I think you have to have the mindset of you're going to win in all of the three areas. I'd say, we need to have fewer initiatives, and therefore, the ones that really count we replicate quicker with speed. And I think, Margherita made the point about in a digital world, that ability to replicate fast in that network, but we need to do it on our footprint. And then finally, what I'd say is, yes, we are changing the remuneration scheme, so from the April 1, next year, we're making an adjustment. We did 60% financial, 40% customer. And then we had a very large basket customer metrics. What I've decided is to take it back to a 75% financial, so evenly split service revenue, EBIT, free cash flow, and then the rest is customer, but harder customer metrics, which are churn, total comms market share and then NPS.

Margherita Della Valle

Management

Taking the point on the Spanish outlook. Essentially, we have seen the first half of the year has been characterized by the cost of our commercial repositioning going through. It will take longer than just half one as the new pricing levels, which flow through the whole customer base. So I think you can expect the second half of the year to look very much like the first half in revenue terms or actually more precisely like the second quarter as we were seeing the effects coming through. And we still have, in this fiscal year, the bulk of the football costs in our P&L. Now looking forward to next year, clearly its early days, and there are a number of uncertainties. We should clearly benefit from the fact that at that point, we will lap the commercial repositioning from a revenue perspective, and also, next year, we will actually see the benefit of the reduction in football cost in our P&L. I just wanted to add one more point in terms of commercial execution and execution more broadly, which is around the point I was making on digital earlier in terms of speed. I think that the traditional approach of telcos to transformation is lots of business cases and trying to hit, if you want, the perfect plans. What I'm seeing with digital is that the type of returns we have on the business case is it's such that we should really step away from this idea of perfection and just get on and do things, because they end up self-funding and then you can perfect as you go along, and I think this is a big part of really focusing the business on results.

Polo Tang

Analyst

Yeah. Hi, it's Polo Tang from UBS. Just two questions. The first one is really just about the acquisition of Sky by Comcast, how you see this changing the dynamics in the communications market in Europe, if at all? But also related to that question, you also highlighted the scale of your TV platform with 22 million subscribers, post the acquisition with Kabel Deutschland, so can we expect you to do - be doing things differently in terms of TV, so specifically content acquisition or exclusive rights on a pan-European basis? The second question is really just in terms of more color in terms of Italy, because you obviously highlighted in the presentation that the second half potentially could be better. Could you maybe just expend more in terms of what you're seeing with Iliad in the market? Can you remind us what's happening in terms of your pricing in Italy and just any other dynamics that you see relevant in terms of what gives you optimism in the second half?

Nick Read

Operator

I should have said it's one question each. So I apologize for everyone. Okay, from now on it's one question each, just so everyone gets a chance. I'll let Margherita maybe give a bit more color on Italy. Just in terms of Comcast, look, we have not engaged with Comcast yet, so we haven't had the opportunity to sit down. We'd like to sit down with them and discuss how they view Europe and opportunities moving forward. Certainly, the impression we're getting is that they've bought Sky for their content aggregation, and if you like, content production capability more than distribution. And certainly, the Sky CEO was recently saying, they didn't see themselves going into fiber builds. But then, you never know, that might change over time. Clearly, we remain as a potential partner for fiber build opportunities going forward. And so, look, yeah, let's see where that develops. I'd say in terms of the TV platform, and it's read-across-the-content strategy. No change, okay? We are a distributor of content. We will remain a distributor of content. I've yet to see in Europe a successful example of someone going into - doing content themselves as a telco. Look, we don't want to compete with other telcos on content. We just want to distribute. But I do think having a good platform, a good central team, someone that engages with content providers in a strategic way will help us secure the rights I think.

Margherita Della Valle

Management

On Italy, clearly, it's a prepaid market, and therefore, can be very volatile. If I have to point out of where we see it now, since the launch in May, we have seen Iliad gradually raising the bar on its pricing up to €7.99 at the moment. If you look at our own offers, we have essentially also created space for that. So our second brand offer, for example, today is €9.99 versus €7.99 with Iliad. We would expect this to happen also on the back of effectively the margins in the market. The reason why we are saying that we are seeing Italy at the moment improving, revenue trends in the second half, is twofold. First of all, the level of fights below the line, which are one of the characteristic in the market, has significantly slowed down after the summer. The level of below the line is now a third of what it was prior. So that's a good development. And then the second element is as part of our base management we have also applied to a part of our base re-pricing over the summer that we are now seeing flowing through our revenue projection.

Nick Read

Operator

Right. You pick someone and…

Karen Egan

Analyst

Good morning. Karen Egan from Enders Analysis. You talk about having a deeper relationship with your customers and with a view in particular to reducing churn. Can you talk a little bit about kind of the churn benefits that you see from that, and what kind of countries you're looking to for reassurance that that's likely to come through? And any other benefits that you see from these deeper relationships beyond churn?

Nick Read

Operator

I just think the industry, if I stand back and just look at the industry we suffer an unacceptably high level of churn. I mean, good companies, good industries would not have churn rates where they are [NS] [ph]. So I just think we have to get more focused on churn. That's why I want it as the number one metric for customers within the business on our [bonus] [ph] scheme, because I think that there's huge economic interest for us if we are not churning customers, because the cost of acquiring again in the marketplace is so high, plus you get inconsistencies chasing in the marketplace with promotions versus how you're making your customers feel on the deals that they have today. So, I think that this is a natural thing to be doing at this stage of development. But also, it's our view of a converged world. In a converged world, you will not just have one mobile number with us. You might have four or five for the family, the fixed product, TV, then you got consumer IoT, you might have 30 devices connected, which we will bundle for you and we will make that a seamless experience through the Vodafone app. It's just more the fact that you start to get more appreciative as a customer about what Vodafone is doing for you with fantastic gigabit network.

Margherita Della Valle

Management

Maybe just to add one data point in terms of example, most of our markets in what we call Other Europe, our sort of fifth market in Europe, around single-digit churn in contract mobile. The average for Other Europe is just 10%.

Nick Read

Operator

Yeah, sorry.

Andrew Lee

Analyst

Thanks. It's Andrew Lee from Goldman Sachs. A question on cost cutting. So your multi-year cost cutting clearly reflects your confidence in the ability to sustain that cost cutting over many years and it's clearly driving investor confidence in that. The other kind of investor pushback on digital cost cutting is the ability to retain it, to see it drop through to - drop down to free cash flow, whether you have to give it away and lower prices, because everyone else does it. How do you stay confident or how confident are you in the drop-through of your digital cost-cutting efforts actually impacting your free cash flow?

Margherita Della Valle

Management

I would say in a nutshell the importance is speed. If we manage to be faster and more flexible than some of our competitors, then we will have the ability to obviously retain the savings at our end. So that's another reason why focusing on speed is quite critical.

Nick Read

Operator

I would also just build on the fact that this is the first time we're doing a multi-year ambition and sharing it. We've always had ambitions previously, but you would have a number of drivers and then you would say what's the next phase, if you like. I think you have to really look at this as transforming the business model. And because the aspects of the execution have been accelerating for us, and we've had a very good performance this year, it really gives us confidence that we can - the theory is getting applied in practice and we've got real momentum. And therefore, we can see structural cost coming out, I mean, calls, et cetera. So I think that we feel it's the better form. Why don't you stay there and we'll go through here?

Stephen Howard

Analyst

Yeah, thanks. It's Stephen Howard at HSBC. I wanted to ask a question about differentiation, because you're saying on the one hand that you're looking to do more partnerships with other players. You're talking about the sort of virtual tower company and looking to lift the tenancy ratio. How can you be sure that that doesn't sacrifice your ability to differentiate versus less invested rivals? And aligned with that, I'm also a little nervous about some of the regulatory trends. That does seem to be an interest on the part of some regulators on limiting your ability, for instance, to hold off selling 5G, for instance, to MVNOs. I'm thinking here potentially about the German market. Is there a risk that your - the regulators compel you to wholesale 5G in a quicker timescale than you'd ideally be comfortable with? Thanks.

Nick Read

Operator

Yeah. I mean, I think your question on differentiation, do you know what, we debate differentiation a lot, it's what does it constitute in terms of differentiation. I'd translate it slightly differently when we went through the strategy reviews. How do we compete in the marketplace? And what I'd say is there's going to be sort of three pillars to how we compete. One is best network, so we will have - might be co-best with the incumbent, but we will have best network versus at least the value plans in the marketplace. And then you say, in terms of service, well, you're hearing us talk about, well, we're really going to focus on the digital end-to-end service that we're delivering for customers. And we do think we can move faster than others in the marketplace, to Margherita's point. And therefore, it can be a differentiated seamless experience, i.e., you put us up there, and say actually, this really works. Yeah? And is a lower cost for us. And then the third thing I would just say is going back to my point about competing at the tiers, we will always be good value at each tier for what we're offering to customers. And I think as a combination, that is a compelling, whether you want to call differentiation, you want to call it effective way of consistently commercial performance in the marketplace. I would say in terms of regulatory, look, I've not heard specifically a major push. I was talking to Hannes only yesterday about the regulatory environment. Yeah, I would say generally, regulation, there's a push. They want to encourage investment, which is good conversation. And so, they want to encourage models around investment. So this would go against that I would argue. I'd say the other thing though is there are a lot of conversations around coverage obligation. So I'd say the battle we're facing at the moment generally is these coverage obligations and just making sure they're in a reasonable place over a reasonable time period. And it's because a lot of people are concerned about white spots, et cetera, because they can see the potential of 5G, and therefore, they want to make sure that there's coverage. My answer to that is that's why we're talking about asset utilization. And in a mobile world with 5G, we might be open to more sharing in areas that need to be covered.

David Wright

Analyst

Thank you very much. It's David Wright from Bank of America. Over the last 10 years or so, if I look at the numbers, you're running around about €4 billion to €5 billion of write-down per annum, and we've just got another big one today with €3.5 billion in Spain. And that's practically half the value of ONO that you bought. But what I'm trying to understand is what is driving the write-downs because the rhetoric on OpEx seems very positive. The rhetorics on CapEx seems broadly in line. So for instance, Spain, today, could you talk us through how you got to that €3.5 billion? What's driving the write-down? And the sort of roundabout way I'm coming to this is, and it might be just myself, but it feels like there's a lot in here for OpEx and free cash flow, but there's not so much towards revenue. Is it revenue growth in the industry that's really the kind of declining factor here or the disappointing factor? And I'm interested in how you think about that.

Nick Read

Operator

Let me cover the last point, because, clearly, you didn't like the last part of my presentation, because that was completely focused on revenue growth, so I obviously did not land with impact. So…

David Wright

Analyst

I turned obviously shooting [indiscernible] I don't know.

Nick Read

Operator

So look, we do see three areas, where we do see opportunity going forward. What level of growth rate we can achieve, we'll see. Really, I'm trying to say, take Spain and Italy to one side, the rest of the portfolio is growing around 2%. This time last year, we were growing around 2%. So it's 2% as an overall growth ambition. The write, can it be higher, I don't know. But what I'm saying is we can deliver those type of growth rates, and that's before we get into 5G, et cetera and whether there's opportunities or not. So look, the ambition there is the top line growth. I think what we're saying is that the cost agenda just underpins our business and gives us strength going forward, but in a view of improving the customer experience.

Margherita Della Valle

Management

On impairments, I need to say to the first part of your question, that I think we need to go back to 2013 to find actually any material impairment in Europe. That was when Nick stepped as CFO. In terms of - since then, we didn't have any major movements in the European environment. As far as Spain is concerned, now we are taking essentially what you see in the results into the valuation of the company. Clearly, from an accounting perspective, we need to take a prudent view, and we have reflected the EBITDA trend that we have seen in the second half, I would say, quite mathematically in the valuation.

Andrew Beale

Analyst

Andrew Beale from Arete. Just a quick question on towers. I guess, what are the operational savings that you're sort of envisaging you can make just by moving to a separate management of the towers? What's - which of the markets, where you think that it makes sense to go after external tenancies without undermining your strategic position? What is the embedded cost of tower financing that you see relative to your cost of debt? And what would be the priority for any funds raised if you go down that route?

Nick Read

Operator

Okay, eight part question. Look, we're not going to say specifically how much the savings are. In terms of the vertical internal tower company, that's one of the levers that delivers the €1.2 billion. It's really in two areas that we will see. So one is just efficiencies. It's like anything, when we set up Indus Towers, it was a really good example. I was on the board of Indus Towers. You carve them out, and then they're having that single focus, suddenly everyone's focusing on efficiency. Why does that tower only produce X? Do we need it in that location? Should it move to this location to be more productive? So you really look at the returns by tower, and so you had that single focus. I would say - I'm not saying that, that doesn't happen today, but it wouldn't happen with the same discipline and ruthlessness of single-minded focus on towers. So drive out efficiencies, drive out tenancies. I think, there's tenancy potential across the footprint, it's not in one or two markets. And I think we do need to then sit back and say, is that a strategic tower or not a strategic tower. What we're finding is, and this is where the due diligence needs to follow through, is just we see a lot of different opportunities where we could probably drive more tendencies. Maybe one person's view of what's strategic versus another's view of what strategic will be different going forward. So I'd say these are the two things that we will drive off the back of it. Clearly, our cost of fund is structurally lower than most tower companies' cost of funding. So when you start thinking about disposing of, let's say, a minority stake in towers, you have to start thinking about, well, if you've got 5%, 6% cost of funding, and we've got 2.5%, you're internalizing that cost into our model, so the attractive multiple needs to be high for us to do that. So look, let us go through the due diligence. Let us do the analysis. By the way, there's a really important consideration, when you're going to sell a proportion of towers, clearly, we have to carve the towers out, set them up in a separate legal entity, therefore leases need to move, contracts need to be changed, capital gains tax comes into consideration. I can give you an epic list of all the hard work we've got to do to create that if we want to. But we've got to go through the due diligence, check the size of the prize is big enough, the values are big enough and the tower company brings enough value to the table over and above our internal single focus.

Guy Peddy

Analyst

Hi, this is Guy Peddy from Macquarie. I sense from your presentation there's a lot more focus on the IT side of things with your digitalization side and you're talking partnerships a lot more perhaps certainly with some of your physical assets. Does this actually mean that there's recognition that actually owning physical assets is less important going forwards than it was in the past, because actually those are being largely commoditized, and it's difficult to differentiate so you've got to find that differentiation elsewhere?

Nick Read

Operator

Let me give an example and probably, Brian, our Vodafone Business Group Director, would probably not like me for giving you the example, but it's probably the easiest one to - if you look at cloud, you could decide I want to going into the cloud business, I want to own data centers, I want to put infrastructure in, et cetera, or you go a variabilized model with a partner. And I think it's those type of considerations, where you're sort of saying to yourself, we've got some heavy lifting to do on our own part of the business model, but we do need capabilities. And therefore, rather than us taking the burden of trying to extend ourselves and then you've got to get skill sets, competencies, you've got to put more capital into that area, is it faster, because speed matters that we partner to get an effective solution together with partners that, let's say, don't try to undermine us, partners that genuinely see the value we offer and want to work with us. And that's the great thing about Vodafone, everyone would like to work with Vodafone but we just make it a little bit too difficult for people to work with us, yeah. So what we need to do is make that an easier experience, more collaborative experience and then we need to move fast. But we only want to work with it, when it's in a space that's material, an opportunity rather than fragmented initiative just for the relationship. Yeah, and then we'll switch sides. Okay, yeah.

John Karidis

Analyst

Hi. So it's John Karidis from Numis. I'd like to understand why you do not want to lead in 5G? And I ask you this in the sort of context of the sort of Trumpian pronouncements we're getting in the states about the benefits of 5G specifically also for the economy. You talked about fixed wireless access, so I'm not expecting you to repeat that, please, but there are other companies there that make some pretty significant pronouncements about the benefits of 5G to the industry and to them specifically by being first. So if you could enlarge upon that that would be great.

Nick Read

Operator

Yeah, look, we discussed this a lot as a team, as an executive team over the summer, when we're talking strategy, because we're stress testing all components of the strategy. What I would say is Verizon, and I was over meeting with Hans recently, Hans has very specific circumstances to why he thinks fixed wireless access is material opportunity for him that just don't exist for us. It's dead for spectrum, where ARPUs are for fixed as the alternative. So he just believes it's a bigger opportunity. Frankly, it does not pour over to us. I mean, I see a more targeted proposition opportunity. To your point about 5G and why don't you lead, it's a really quite simple answer, which is, if you're an incumbent, are you really going to allow us to lead on 5G, yeah, it will turn into an arms' race. It will turn into every single incumbent will push CapEx. I think the industry spends enough on CapEx at the moment. So what we need to be doing is thinking more intelligently. And what we're saying is, we'll go faster if it's the incumbent that goes that sort of speed, we will match them on that speed, but we're not going to push them into an arms' raise. I don't think it's healthy for the industry, especially where share price is at the moment for the whole industry, et cetera, as a whole.

Maurice Patrick

Analyst

Yeah. Hi, it's Maurice from Barclays. So you made a big point about partnerships earlier. If I saw your slides correctly, your definition of partnership seems to be you using other people's networks as opposed to others using yours, which brings a debate back to MVNOs. It feels like in Germany, it's the lack of partnerships that might drive a fourth new network entrant given what's happening around that? So your thoughts in terms of MVNO partnerships, if in Spain, it looks like you're launching a new brand that's not using wholesale partners, what's your view towards MVNOs changing in wholesale?

Nick Read

Operator

Look, so first of all, I will answer that. But you made a jump, it isn't a case of us using other - I think there are a lot of partners that want access to our huge customer base. They want access and - commercially, and I think there's big opportunities in the partnering space for the top line development with partnering, but we've got to be easy to do business. I'd say specific to MVNOs, what I would say is when we step back and think about wholesale, and you'd say, well, was it a good decision to do the wholesale decision we've made? Obviously, we did 4G. We did a big investment. And what we were really saying was it wasn't that we were against wholesale, we just said it needed to earn an acceptable return. And that included everything we were doing on the assets and including spectrum rather than through incremental economics. So we just wanted to make sure value plans did not get a structural advantage and lower, if you like, the quality of networks. I think when I look around, I look at Germany and I'd say that has played out really well strategically. I'd say Spain, less well, because Orange decided to wholesale a high-quality network. Okay, that's life. So I would say the strategy itself, I could go around all the market and say whether I thought in hindsight, positive, neutral, I'd say Spain is the one that's ended up being the negative, it's a little bit outside of our control. If I look forward, all I'm saying is in a 5G world, I think we need to be open to partnering, but not give, so no change, for giving value players a leg up, that doesn't mean that we're against wholesaling. If they want to pay the full cost of that network, that's one answer. Clearly, the decision around 4G might change, because, ultimately, we need to migrate 3G onto 4G and shutdown and reform 3G. And we want to do that between 2020 and 2022, because that's a real opportunity to use that spectrum in a more efficient way, and that's probably the cheapest way we can increase capacity. So these are the type of considerations.

James Ratzer

Analyst

Hi, it's James Ratzer from New Street Research. Just wondered if I could ask a bit about some of the assumptions you've used in your impairment test, please, because, I mean, you're giving the...

Nick Read

Operator

This is definitely yours...

James Ratzer

Analyst

I would definitely go. Yeah, so you're giving the impression that both Italy and Spain are recovering from here, but yet the long-term kind of growth rates you're using in the impairment test is that actually Italy kind of continues to decline going forward. Spain does grow, but I mean a 5 point gross gap between the two markets over five years compound to quite a material difference. So what is it in Italy in particular that you're more concerned about versus the Spanish outlook, please?

Margherita Della Valle

Management

I would just sort of step back from the various component parts of this debate, because essentially, if I may say so, the impairment is expected to be what I would define as a prudent accounting exercise. We touched on it earlier. We do not want to continue to revise the assumptions in our models and therefore we set them at a level where we are comfortable. Don't read an automatic read across to what can be either next year's EBITDA guidance from impairment numbers. But of course, I mean, maybe we can pick this up later directly or within a day.

James Ratzer

Analyst

Sort of assuming a similar degree of prudency in both markets, you're still assuming a 5 point growth gap between those two markets going forward. Is that fair?

Margherita Della Valle

Management

Shall we just really discuss it later?

Nick Read

Operator

I wouldn't read that much into it.

Margherita Della Valle

Management

It's definitely not our long-range plan in terms of giving you guidance. It's different type of assumptions.

Nick Read

Operator

Yeah.

Dhananjay Mirchandani

Analyst

Hi, it's Dhananjay with Bernstein. I'm surprised no one's asked a question on Vodafone Liberty yet. The - two parts, please. Firstly, the federal cartel offices requested for a referral back of the German component of the transaction. Phase 1 deadlines have been moved, I think, to November - to December 2018. What are your thoughts, number one, on the timing for any decision on jurisdiction from the commission? And what are your expectations of the outcome, number one. And number two, based on your conversations that you described as constructive with the commission, what are the key areas of concern around competition that the commission has voiced as it pertains to the transaction? Thank you very much.

Nick Read

Operator

Look, I mean, it was no surprise that the cartel office in Germany asked to have it. We expected that, so there was no surprise in that. The deadline moved out from phase one by two weeks, I suppose, it's not a particularly big extension. It makes no difference to the extension in terms of the final phase two. What I would say is in terms of timing then on jurisdiction, we'll know for the December timing. We are engaged now. So I really can't - I mean, we're literally engaged now. So I really don't want to expand on the conversation we're having. All I'd say is, look, these are two very large businesses, multi-country, non-competing, overlapping footprint, and the precedents are all there over the last five years of EC taking these cases. This is what the EC was there to do. So we're very confident. I think we've got last - two last, two.

Unidentified Analyst

Analyst

It's a question for Margherita actually. On page 26, on the gearing, we can see that there is a lot of moving parts, of which free cash flow is only one of them. So you mentioned that you see some headrooms on at least keeping the minimum credit rating. So if you can share with us what we're talking here in terms of headroom. If you could quantify in terms of which sort of, how much that would have to go up or EBITDA has to go down, so basically that headroom disappears. And because I relate to this one, I can see that the put option's been reclassified. Are the agencies going to do the same, given your talks with them? And you also put €800 million injection at least negative cash flow from India. In the H1, you actually disclosed €1.3 billion equity injection in India. So how we got from €1.3 billion negative in H1 to €800 million negative in the full year?

Margherita Della Valle

Management

Ottavio, very, I'm going to say, precise question, as we would expect. I think you asked three different things, and I'll try to take them in turn. Easiest one, KDG reclassification, actually, it's something that the rating agencies pointed to us. They noted that we were the only company that they were aware of actually doing the old version of the classification, and therefore, certainly are following this. On your bigger picture question, I would say that probably a three part answer. The first one is we are really committed to operate within the 2.5 to 3 times range that we have set. And when we talk about margin and headroom, it's because the range itself has been set in such a way that the top-end which is 3 times has some clear water between that threshold, and our, ultimately, balance sheet policy of having a robust investment-grade credit rating, right? At the moment, as you know, two rating agencies out of three are giving BBB+ on that position. So that's where we have headroom. In terms of how we intend to move within the range, clearly, there may be short-term oscillations. But, ultimately, what we are looking at is a trend which deleverages through EBITDA. That's the fundamental moving part in your equation. When we say we re-confirmed €17 billion of cash flow generation over the three years, clearly, implicit in that there is a constant EBITDA growth. And this is the primary driver of deleveraging. On top of that, once you overlay Liberty - because we always see as here the pro forma impact of Liberty as the net debt impact - but once you overlay Liberty in terms of its own EBITDA and cash flow, clearly, as you know, this is going to be additionally accretive, so building on our own EBITDA growth. Final part of the question, the €800 million on the net cash flow to India on closing, I think for that I will really need to go back to team later and explain to you the moving part.

Robert Grindle

Analyst

Yeah, Robert from Deutsche. I'm going to ask about the U.K. Please could you comment on how the wholesale market for fiber is shaping up? CityFibre announced an extension to its 1 million. You guys didn't say anything at the time. I wonder whether you will continue with that? And there are - certainly, there are other builders in the U.K. as well, would you engage with those other builders? And as broadband is picking up in the UK, could TV come back on agenda, now you've sorted out your mobile customer services issues?

Nick Read

Operator

All right. So what I would say is just from a wholesale perspective, so CityFibre's gearing up, 10 cities, good progress. So we're happy with the engagement we have with them. We have signed with BT the sort of - what would you call it - contingent model or whatever, which doesn't compromise the execution that we've got with CityFibre or our commitment with CityFibre. So we felt we could do the same. In the end, if we wanted to pull away from the BT deal, we'd just lose the discount. So it's not strategically impairing us, if you like. And we're always open to other players that want to consider other models. So, for instance, if Comcast guy suddenly said, okay, we want to consider. The one that's been pretty quiet at the moment, I would say, is Openreach. We're not engaging with them at the moment in terms of any further opportunity. And, in terms of TV, look, really pleased. I mean, Nick's in front of you. So Nick's doing a great job for driving fixed broadband. Actually, he made a really important decision, which we were at a moment, where we were deciding where we're going to roll out Vodafone TV and fixed broadband. And he made the right decision, and the right decision was, look, I really want to be successful on driving penetration of fixed broadband. And when we're successful and we know the product, and we've got great service, then I want to overlay TV in the future. It's always going to be there. We'll develop the, if you like, OTT-type models at the group level. And he can always pick those up. So I think it was a really - it was a brave decision at the time because it would have been easier to say yes. And I think that's a sort of good example of like Vodafone moving forward, yeah. Don't try and do too many things badly. Do a few things really well. Get commercial traction, build confidence, in the eyes of the customer and then take it to the next level. Wonderful. Real pleasure to see you all.