1. [Vodafone acquires Hutch.]

2. Subject : Mergers & Acquisitions Project Project : Vodafone Hutchsion Deal In-charge : Ms. Neetika Batra Students Engaged : Amit Puri 2012BLP013 Anuj Thakur 2012BLP024 Hersh Sharma 2012BLP049 Janmaijai Dhayani 2012BLP037 Karan Lalit 2012BLP026 Kushagra Sharma 2012BLP023

3. Graphical representation of M&As… > Increasing Partner Commitment > Vodafone Hutch Deal Out sourcing Traditional M&A Corporate Alliances Solution JV Partial Partial Acquisitions Controlling >=50% Partial Acquisitions Non Controlling <=50% Shared resources & competencies Joint Ventures Licensing Contract Services 100% Acquisition Platform JV Cross Contractual Collaborative > Increasing Degree of Integration >

6. Why Hutch ? NationalRegional

7. Why India ? Let’s go back to Dec 2006… Population in Million Mobile penetration in %age India is world’s 2nd most populated country… ….and mobile penetration was relatively very low. Penetration expected to exceed 40% by 2012 and exceed by 50% in the longer run

8. Why India ? Let’s move ahead of Dec 2006… 250 24 19.9 18.3 20 200 16 12.8 150 Teledensity (in percent) Subscribers (in million) 12 225.21 9.1 100 7.0 206 8 5.1 140.3 50 98.4 4 76 53 0 0 2002–03 2003–04 2004–05 2005–06 2006–07 2007–08 (as of June 2007) Telecom Subscriber Base Teledensity

10. Vertical Merger

11. Market-extension Merger

12. Product Extension

13. Conglomeration> Two companies that are in direct competition and share the same product lines and markets.

14. Nature of Transaction.

16. Transaction consideration: $11.1bn (£5.7bn)

17. Implied enterprise value: $18.8bn (£9.6bn)

18. Partnership agreement with Essar

21. ROI exceeding the local risk adjusted cost of capital in the fifth year and an IRR of around 14%.

24. Per analysis > Vodafone actually overpaid by 30% to 45%.

25. According to analysis, the fair value of Airtel's mobile services is about Rs25,000 (about $600) per subscriber.

26. By contrast, Vodafone agreed to pay Rs35,000 per subscriber for Hutchison Essar.

27. Average revenue per user for Indian telecoms providers is Rs5,400, while the operating margin is around 32% or Rs1,728 per customer per year.

28. “It seems Vodafone will take a long time to break even in the Indian market”.

32. By 2009 it had 71.5 million subscribers (customer penetration at 34%).

33. Vodafone was declared the second largest mobile service provider by revenue in India. (2009)